Turn Of Tides
by BlackIrisZero
Summary: Ben and Gwen are up to their usual childish antics but what happens when a simple accident turns their relationship for the better. A change from arguing cousins to young lovers.
1. Turn Of Tides

A Ben & Gwen FanFict. Disclaimer: I do not own Ben 10 characters but I use them for my personal enjoyment .

**Turn Of Tides**

"How many times do I have to say it? Get off me, Dweeb!" Gwen screamed trying to push Ben off her. It had been an ordinary day; everything was going fine until Ben wanted to use Gwen's laptop to play Sumo Slammers Ultimate Showdown 2. Eventually it broke into a fight and the two began wrestling.

"How many times do I have to say let me use your laptop?" Ben pinned Gwen down on the Rust bucket's funky carpeting "If you let me use it I'll get off!"

"No! No way! You'll get Ben germs all over it or worse you might break it!" Gwen struggled to get out of his grip but that wouldn't help her much since he was sitting on top of her. Luckily for Ben, Grandpa Max was 'out' for the night. He said he had official plumber business to attend to and left the kids to behave, _yeah right_ Ben thought.

"Well if you're gonna be like that," Ben shifted his head up and took a deep breath, Ben collected all the spit he could in his mouth and began hanging it in front of Gwen's face.

"No! Ben that's so gross! Get off me!" Gwen began violently shaking, Ben couldn't help but swing along with her, Ben quickly swallowed the spit before he would choke on it later.

"Hey! Quit it! You're gonna make me- Whoa!" Ben's head hit the fridge, hard nudging the item on top slightly "You idiot!" Ben complained.

"You're the idiot, idiot!" Gwen shook her body again; causing Ben hit his head again causing the item to nudge forward. Ben grabbed both her wrists and pinned her down completely, she could barely move with his weight on her like this "Get off me Dweeb!" And with that she made her last ditch effort to get Ben off. She thrust her hips up which only caused Ben to hit the fridge again. Not being able to stay on top the fridge anymore the item, a old dusty manual fell and hit Ben's head forcing his head to go down.

Gwen didn't know what happened, or why it happened. She ran the situation through her head over and over but it didn't add up. Ben's face was only centimeters from hers, and their lips…were touching. Ben his eyes wide with as much surprise as Gwen slowly lifted his head. He didn't look at the book; he didn't even know what hit him he only looked Gwen straight into the eyes. Then the situation suddenly hit them as Ben backed away from Gwen who did the same, pointing and screaming at each other.

"Ahhhh! Ewww! I kissed Gwen! I have cooties now!"

"Ahhhh! I kissed a Dweeb! I'll be stupid now!" Gwen got up and ran to the bathroom to wash her face, and a quick shower while she was at it. She had to get Ben's germs off her. Ben on the other hand, rushed to the kitchen sink to wash his mouth out with soap but before he did he stopped to think for a minute. _Hey, do I really have to do this? I mean, that wasn't as bad as I thought it would be…it was actually kind of nice_…Ben's train of thought came to a halt when his cheeks turned a light pink. _No, why am I blushing? I mean it was just Gwen!_ Ben shook his head and eyed the soap…God was he ever going to regret this.

Little did Ben know that Gwen was suffering the same fate. She looked into the bathroom mirror; her cheeks tinted a light pink. _How could I like that? I mean it was Ben! The Dweeb! The idiot! The lamebrain…with really soft lips…what? No! Argh!_ She splashed some cold water on her face in her attempt to drown out her thoughts.

"Hey kids! I'm back!" Grandpa Max's voice boomed through the front door "Er, Ben any reason your trying to wash your mouth out with soap?" Ben shook his head from side to side before continuing, Max gave him a suspicious look before shrugging it off and heading to the driver's seat. Gwen exited the bathroom and sat in the passenger's seat next to her grandpa avoiding to look at Ben. She really didn't want to see him right now.

"So anything interesting happen when I was gone?"

"NO!" Both Gwen and Ben answered in unison, they looked at each other for a short moment before turning away from each other their faces red with embarrassment.

"O-Kay…?" Grandpa Max didn't prod them for answers, if they wanted to tell him they would do it when they wanted to. The rest of the night went off without a hitch; they had dinner (Ben and Gwen sitting the furthest they could from each other not giving each other any eye contact) and they went to bed.

Gwen tossed and turned in her bed, for some reason she couldn't get the kiss out of her head. Even if it was totally an accident, and it hurt a little but it was still nice. Ben was her cousin for god sake, her total Dweeb of a cousin. So was he on her mind like this? She recalled the kiss as she faintly pressed her finger against her lips. His warm breath, his sweet lips- _Oh my god what am I thinking? _Gwen turned over again determined to fall asleep.

Ben mentally slapped himself over and over again, why was falling asleep so hard? All you had to do was put your head on the pillow, close your eyes and the next thing you know it was tomorrow but why wasn't it working? Was the kiss doing this to him? He was Ben 10, something like kissing a girl should be nothing to him but it was _because_ it was Gwen this was happening. He couldn't get her out of his mind, he tried thinking of a new move to make with his heroes but Gwen's face kept popping up. Ben sighed heavily and _tried_ to fall asleep.

"Morning you two- Whoa, you guys look like you got run over by a truck…twice," Max scratched his head, looking between the bags under Bens eyes and Gwen's red eyes "Well breakfast is all set…you guys should get some sleep after this…Oh, I won't be here…I have more Plumber work to finish so you guys behave alright?" With their nods Max went out the door. Ben and Gwen sat down and looked at their 'breakfast'; they couldn't even identify what it was. Ben thought the brown stuff was bread…at least until it moved.

"You wanna go out to eat?" Ben suggested not wanting to stay near the 'food' anymore.

"I'll get the money," Gwen went to their room and got her purse and with that they made their way out, and to the nearest food place.

"Gwen?" Ben asked, putting his sandwich down.

"Huh? What?"

"Why were you staring at me like that?" Ben said eyeing Gwen suspiciously. Gwen had been staring at him in between bites and it was starting to get on his nerves.

"What? No I wasn't!" Gwen defended eyeing Ben angrily "It must be the heat! It is summer you know so of course my face would be red," Gwen lied, she had to. She couldn't tell her cousin she was staring at his lips; she bit into her toast trying to avoid any eye-to-lip contact she would have in the future.

"Um…what are you talking about…?" Ben asked raising an eyebrow, Gwen's eyes widened and her blush deepened.

"Never mind! Just eat your breakfast! And leave me alone, sheesh!" Ben blinked, _what did I do?_

Ben was beginning to think that Gwen was acting weird, well weirder than usual for Gwen at least. All through the day she stared at him, she would get angry well angrier when he talked to her. Ben got tired after trying to talk to her for five times. After a few hours of hell, Ben finally gave up and went to bed early he was already tired from thinking about Gwen all night, now she was making it worse with her moodiness. He collapsed on his bed, and fell asleep right away.

"Ben? You awake? Ben?" Gwen came into the room to find her cousin sleeping. Perfect, she thought just one quick one and I'll never have to think about it again. She climbed her bed and looked at Ben sleeping peacefully on his bed; Gwen had to admit Ben looked really cute when he was asleep. She never realized it before; she was always too busy making fun of him. Ben was laying on his back with one hand on his stomach and the other hanging off the bed. Now all she had to do was kiss him, then she would be done with it forever. She took a deep breath and leant forward, slowly and calmly she pressed her lips against his. Ben momentarily opened his eyes to see Gwen's face; she was kissing him, again! But he didn't want to stop her, despite his protests he enjoyed it as well. He closed his eyes and pretended to be asleep as Gwen opened her eyes and brought her finger to her lips.

"Wow," Gwen said "No! I'm not supposed to do it again, it's wrong but why does it feel so nice? Argh," Gwen groaned as she walked out of the room, leaving Ben bewildered, confused and strangely happy. Later, when Ben got out Gwen was on her laptop typing away not even paying attention to Ben. He sat down across from her and stared at the back of the laptop. After a few minutes of boredom he spoke up.

"When is grandpa coming home?"

"He didn't say remember?" Gwen continued typing not looking away from the screen "I'm sure he'll be home soon." And with that the conversation died, Ben was bored and tired of looking at the laptop back.

"Hey Ben…" Gwen said closing up the laptop "I wanted to talk to you about something."

"Shoot," Ben felt like his brain was numb, she was probably gonna ask about something girlie.

"I've been thinking…about what happened yesterday." Both Ben and Gwen blushed, Ben knew she would eventually talk about it but he didn't think that it would be now "And well I was wondering whether you would or…"

"Gwen spit it out already," Ben was tired of her beating around the bush

"I was wondering if you hated what happened…" Gwen asked him sincerely, looking deep into his eyes.

"Oh…" Ben was taken aback, Gwen didn't look like she was kidding she was fidgeting a lot and her face was as red as a tomato "Um…well," Ben turned around scratching his head "I didn't hate it…but if you think-"Ben turned around but he could finish his sentence, Gwen had sealed her lips with his. Ben was surprised at first, but he slowly gave in as he closed his eyes and began kissing her too. Ben didn't feel grossed out as he thought it would be, Gwen's lips tasted sweet and faintly of strawberries, her lip gloss. This kiss had much more emotion behind it and to Ben, he liked it that way. Slowly they parted lips, both blushing brightly not know what to say or do.

"Umm…Gwen…?" Ben broke the silence but Gwen smile gently and flipped his nose with her finger before running away "Hey! What was that for?"

"You're still a Dweeb!" Gwen turned around sticking her tongue out at him, a light blush still lingering.

"Hey! Get back here!" Ben broke into a grin as he chased Gwen through the Rust bucket.

This was the beginning of their relationship that would continue until the end of time. An accident between the young cousins blossomed into something more, something deeper. Love.

**_Reviews! Reviews! :D If you want more like these all you have to do is Review~_**


	2. Fragile

**Fragile**

Disclaimer: I do not own Ben 10 characters but I do, however, use them for my own entertainment.

It had been a week since the day of the 'accident' and Ben was beginning to question whether girls were insane or just plain crazy. Nothing had changed in the past week. Gwen still insulted him with her dry wit and sarcasm. She still got immeasurably anger at him for the small things and still argued with him on a daily basis. He was beginning to wonder if those kisses meant anything to her but Ben was preoccupied with fighting with her to remember.

"Hey Dweeb, hurry up in there! I need to use the bathroom!" Gwen shouted in front of the bathroom door, Ben was so busy focus on his thoughts he forgot that he was brushing his teeth.

"Alright already!" Ben finished brushing his teeth and opened the door to be greeted with Gwen's tongue sticking out right at him "Can't a guy get some privacy around here?"

"I'm a girl, I outrank you when it comes to things like the bathroom besides," she had a smug grin on her face "You're a slob you don't even use the bathroom all that much."

"It's called being manly!" Ben protested. Gwen simply ignored him as she went into the bathroom literally kicking Ben out of the doorway and slamming the door shut.

"_Girls_," Ben rolled his eyes rubbing his butt, for a girl she hits hard.

"I heard that!"

"We're out of milk," Gwen stated as she opened the fridge "Grandpa! I'm going out to get some milk, do you want anything from the store?"

"Oh, I could use some salamander gizzards for lunch tomorrow!"

"Eggs and ham it is," Gwen remarked "What about you Doofus?"

"If you're buying it, you might poison it with your magic or something," Ben imitated gagging by holding his throat with his hands and pulling his tongue out.

"I'm going to ignore that and buy some ice-cream," she huffed walking out the door.

Gwen was angry when she came home. She burst through the front door startling Ben who blinked in surprise; she didn't even give them a sideways glance before she stomped straight for the bedroom. Ben turned to Max who looked just as confused as he did. The two heard a crash in the room and saw Gwen grabbing her pillow and slamming it against the bed before she plopped down on it. From what Ben could tell she was angry about something that must have happened along the way to or from the grocery store.

"Gwen?"

"Go away, Ben!" Yep, she was definitely angry and for once it wasn't Ben's fault. He relished the moment briefly until he looked over to Gwen who had been sulking.

"Gwen, what happened?" He hated himself for asking, but something was bothering her and he rather not have all that aggression turned on him.

"Leave me alone!" She almost shouted getting up from the bed and slamming the door shut.

"Good grief," Ben tried to open the door, but it was locked. He eyed the door. _Did she really think locking the door would keep me out? _Ben raised his arm, the Omnitrix could easily whip out an alien that could slip or bust through the door. Before Ben could turn the dial, Gwen shouted from behind the door.

"And don't you dare think about using the Omnitrix_!"_

Ben groaned and gave himself a face palm, "Fine. Then talk."

"I don't want to talk about it!"

"Well, I don't want to sit outside the door to our room and wonder why you're mad," Ben sat against the door "So just talk to me."

"I can't talk about it," Gwen lowered her voice "It's…I don't know what it is but I don't want to talk about it!"

"Come on Gwen, it can't be that bad," Ben heard her get off the bed and walk to the door, pressing her back against it like he did.

"It is," Gwen wasn't angry anymore "It's not something someone can talk easily about."

"Gwen, what happened?" Ben asked worriedly "If it's something that serious then-"

"Ben just forget about it, ok?" Ben's eyes widened momentarily by the light sound he had been hearing. Gwen was crying, she had been crying the whole time. Ben's concern grew and grew until he couldn't take it anymore.

"Gwen I'm coming in whether you like it or not!" Ben grabbed the dial and spun it until it landed on Four Arms, before he could slam it down the door opened and Ben's heart froze. Gwen grabbed his raised hand and pulled him in the room, locking it. Ben didn't know what to say, Gwen's hair was a mess she had bruises all over her body. She had light bruises on her face, someone hit her and bruises over her wrist said that someone had pinned her or held her down. Her clothes were dirty and ruffled and there was one stain of blood along the sleeve of her blue shirt. Ben was petrified; he was afraid of asking her what happened.

"Gwen, what-" Before Ben could finish his sentence Gwen wrapped her arms around his shoulders, she buried her face in his neck as she sobbed lightly. Ben embraced her tightly.

"I got mugged," Gwen said through her sniffles "They came up behind me and dragged me into an alley, they roughed me up a bit and took the groceries…but I got them all with a few of my spells. Ben I was so scared, I panicked…I...I…"

"It's ok Gwen," Ben strengthened his grip on her, he felt angry. Angry wasn't strong enough of a word, he felt so much hate at that moment that if he ever saw the guys that did this he wasn't sure if they would ever be able to stand up again. If he had been there none of this would have happened, she would have been safe. He gritted his teeth and held back from taking out his frustration out on Gwen by squeezing her too tightly. His shoulders by now were soaked with her tears; Ben after looking at her for a moment lost every bit of anger that was in his body. Focusing on Gwen was the best thing to do right now. He patted and brushed her short red hair calmly.

He had always been scared of losing Gwen, especially when that Clown freak drained all her happiness away. This little turn of events made Ben realize that even though Gwen was his cousin and that she had her magic and fighting skills she was still a girl. She was emotional and fragile.

Max who had his ear pressed against the door smiled as he walked outside. He wasn't about to let the men who mugged his granddaughter get away with only a few bruises. He knew Ben would do the same but he was a little busy at the moment. Finding a few guys groaning on the floor shouldn't be too hard.

A few minutes had passed and the two had moved to the bed. Gwen had her head on Ben's lap as he continued to brush her hair. The two just sat in the silence, not saying anything because there was nothing to be said. Ben had to make sure that something like this never happened again. She got away with a few bruises this time but what about the next? What if she went out and never came back one day? Ben shuddered at the thought.

"Gwen, to be honest I can't imagine my life without you. If Gwen wasn't here to laugh and make fun of Ben, to set him straight when he is doing something wrong, to be the voice of reason to counter his rash thinking, to worry about him when he doesn't care about what happens to himself. Without Gwen, Ben really can't be Ben can he?" Gwen looked at Ben in disbelief. He actually said something profound with a serious face.

"So for that reason, I'm going to protect you even if you complain and whine I'll always be here to look out for you." Gwen slowly began to blush; she had never seen Ben like this before it was positively…attractive "We will have to set up a compromise though, I know that you don't like hanging around me so-"

"Where'd you get that idea?"

"Well we still fight even though we kissed and stuff."

"Oh," Gwen look disheartened "Ben, I'm sorry."

"What are you talking about?" Ben asked cocking his head to the side.

"You know…for the past week I've been insulting and fighting with you."

"You've always been like that."

"Well yeah but we kissed and I thought that meant that…I don't know that we were supposed to be all romantic towards each other because we are…a…" Gwen broke off, blushing slightly.

"What?"

"Well we are a couple aren't we?" Gwen sheepishly asked averting Ben's gaze.

"Um," Ben thought for a moment, they liked each other they kissed so that meant they were boyfriend and girlfriend right? "...I guess we are."

"It's just that I don't know a lot about this couples thing," Gwen confessed "I don't know how I'm supposed to act when I'm around you so I just act the same…" Then it hit Ben, he didn't know how to act either he just went with what he knew, so Gwen must have been the same. What did couples do? They just enjoy what both of them like, and simply enjoy each other's company. Ben had to admit, he liked fighting with Gwen he didn't know why maybe because it was Gwen and couples fight with each other anyway right? Ben and Gwen were special; they fought a lot more than normal couples.

"I really thought you would hate me for it…"

"Gwen I could never hate you, in fact I lo-"Ben stopped, realizing what he was about to say. She was special to him, he cared deeply for her and he didn't know what his life would be like without her. He steeled his will and tried again "I lo-" but he failed.

"I'm waiting," Gwen smirked as she looked up into Ben's flushed face. Oh how she loved teasing and making fun of Ben.

"Don't make me say it please?" Gwen shot Ben a small glare "Alright, alright…I lo- I…really really like you ok?" Ben looked away his face fully red. _Why was this so embarrassing? _

"Fine I'm satisfied with that for now," With that she smiled sweetly, she turned his head and planted a kiss on lips "I really like you too Ben." The two just stared into each other's eyes before Ben broke the silence.

"So um are we going to kiss a lot more from now on?" Ben smiled excitedly; he really enjoyed kissing and hoped there would be much more in the future.

"God, Ben, you're so-"

"Romantic?"

"_Frustrating!"_

_**So you have wished it so it has been made. Enjoy~**  
_


	3. Date

**Date**

Disclaimer: I do not own Ben 10 characters but I do, however, use them for my own entertainment.

"Alright kids have fun," Grandpa Max waved to them leaving them to do whatever they wanted to at the Whimsical Land Theme park. They had gotten free admittance for the day by preventing Charm Caster and her insane uncle Hex from destroying the park on some hunch that a magical item had been here. After, Four Arms and Luck Girl made quick work of them the park head was more than grateful enough to give them free admittance for the day.

"We will!" The two cousins answered watching their grandfather slowly disappear into the crowd.

"And….he is gone! Let's go Ben!" Gwen shouted excitedly as she grabbed Ben's hand and pulled him through the crowd.

"Hey! Wait! Where are we going? And we can slow down you know! Gwen!" He called but she ignored his cries. She hasn't going to let anyone ruin their date, not even Ben. In the little time after defeating the two magicians she had already made a schedule in her head of what they should do. First they would start it off slow with merry-go-round followed by the usual games they had around here. Then finally, hit the high speed death trap people called the roller coaster then finishing it off with a romantic ride on the Ferris wheel. Gwen squealed as she gripped Ben's hand tighter and pulled him through the crowd.

"Well?"

"What?" Gwen asked waiting on the line for the Merry-Go-Round.

"What's your big plan for today? By the way you dragged me half way across the park I thought you might have something planned out…like always."

"Well this is technically our first date you know," Gwen wasn't looking at Ben but how many people were in front of them "I want it to be special." Ben slowly absorbed the current situation; Gwen always had a tendency to overexert herself when it came to things like this. She was a perfectionist in every sense of the word. Ben could only make one thing out of all this, trouble.

Ben relaxed on the line, although he was getting extremely annoyed at how ridiculously long this line was he could help but lean out on the railing and looked over to the other attractions. Gwen on the other hand looked like she could explode at any time. Ben could see the large vein on her forehead as she tapped her foot on the ground impatiently.

When the final group went onto the ride Gwen's face lit up like a Christmas decoration. Ben was relived he didn't have to deal with her rage after all of this. Just then, a pink surge of energy cackled out of nowhere and suddenly the Merry-Go-Round began spinning faster and faster until it was going completely out of control. The riders screamed as they held on to the metallic poles for their lives. There was no time to think, Ben grabbed Gwen's wrist and jumped out of the line into a nearby bush. And no sooner had they arrived that the bush emitted a green flash of light and two figures emerged from it, Lucky girl and XLR8.

The riders couldn't hang on any longer, their grips loosened as they were catapulted out of the swirling death trap. XLR8 rushed to catch every rider with the magical assistance from Lucky girl as she slowed some of the passenger's descent so that XLR8 could keep up. Once the they were safe, XLR8 began running in the opposite direction of the ride slowing it down just enough that Lucky girl could shoot a blue energy bolt at the control room at the center of the machine.

Slowly but surely the ride came to a stop. The two heroes turned to the screams and shouts of the many fans the two had. Ben or XLR8 waved both his hands at the crowd enjoying the moment he so well deserved before Lucky girl grabbed his ear and pulled him away.

"Looks like the Merry-Go-Rounds' busted now," Ben said sipping away on his over sized drink.

"Ugh! Why did it have to go nuts now of all times?" Gwen groaned, the first part of her plan failed miserably but she was not going to give up so easily "Come on!" Ben's drink fell to the floor, unfinished as he was dragged across the park once again.

Gwen had come across a hallway of trademark games. All of them seemed like fun and she was more than ecstatic to try them all. She moved from game to game until something finally caught her eye. She came across a large white bear with the words 'I'll love you forever' etched across its stomach.

"Ben, that bear is so _cute_! Win it for me?" She asked in a pleading voice.

"Huh? Why can't you win it yourself? All you have to do is hit the moving target," Ben answered flatly. He still had a lot to learn about women, and about being a better boyfriend.

"You're the boyfriend, you're supposed to win stuff like this for me," Gwen sighed "It's what you do."

"Well that's dumb," Ben cocked his head, only to receive an angered gaze "Alright alright!" Ben gave the game master one dollar, and he pressed a button and all the targets began to move. All Ben had to do was hit the alien and avoid the space shuttles. He took his arm and released the small plastic ball hitting the Alien straight on.

"Yes! I got it!"

"Not quite kid, you're suppose to knock over the alien not just hit it," the game master grinned "You'll have to try again for the bear."

"What? But I hit it straight on!" Ben argued.

"You see this?" He pointed at the alien "Is it knocked over? No. Try again."

"Why you-" Before Ben could realize his hand was already over the Omnitrix. Gwen grabbed his hand and shook her head slowly; Ben sighed and produced another dollar "Fine. I'll try again."

After more failed attempts at knocking the alien over, despite that he hit it every single time Gwen pulled Ben away not wanting him to spend any more money on it and breaking everything in a blind rage. They tried other games, like test of strength. Ben lifted the hammer and slammed it down so hard that the board beneath broke. He also tried the shooting range where all his shots ricocheted off the target hitting the owner in the middle of his head; he didn't enjoy that. Gwen was pretty much broken up, but at least she had two things on the list left at least one would have to go right?

Gwen couldn't say that she didn't anticipate this turn of events. She should have realized what could have happened before she got on the roller coaster but no she had to give it a try. By now she was fed up with today's turnabout. With her hand under her chin she looked down at the dark green roller coaster. Ben or Upgrade had taken control of the roller coaster because for some reason the wheels just happened to detach themselves from the track whilst they were in an upside down loop. The reason she wanted to come on the roller coaster in the first place was to see Ben's face when he rode it _together_ with her, not driving her. When the roller coaster made its stop Upgrade slipped out and disappeared into the park.

Gwen made her way to an empty bench and waited for Ben. When he did show up, he gave her an ice-cream cone to chow down on. Maybe that would cool her down. Much to Ben's surprise they had the opposite effect. She stood up looking fired up, she wouldn't give up she still had one thing left. Gwen grabbed Ben's hand and the two were off.

Ben and Gwen made their way to the Ferris wheel their final destination. This was Gwen's last chance to make up for the total blunder that was her first date. Nothing had gone right for the day and she refused to let anything else happen. Much to her surprise the line wasn't very long and nothing seemed wrong with the machinery. On the way up, Ben and Gwen could see the entire park and the falling sun as it began to set.

"Isn't this romantic Ben?" Gwen asked slipping her fingers into Ben's.

"Yeah," Ben agreed he didn't know anything about being romantic but the colors and the sun looked nice right now. Gwen inched herself to Ben and rested her head against his shoulder. Ben rested his head against hers and just stared into the sun. Everything seemed to be going right for once, that was until Gwen heard a loud clang.

"…No…" Another two clangs "No no no…" then a series of clangs followed by a loud metallic noise, like someone had been grinding a giant nail on a metal sheet "Noooooo!" Gwen screamed. The Ferris wheel's spoke bent back and forth rocking the passengers along with it. The same pink lightning that had distorted and changed the other rides was present running up and down the spokes of the wheel until it suddenly stopped and faded away.

Ben instinctively turned the dial and slammed it down as the green light consumed him once more. He had become Diamond Head; he looked at Gwen momentarily who had seemed to have given up on all hope. He jumped to the top of the Ferris wheel and thinking quickly he created crystals around the spokes as well as the axel of the wheel reinforcing them. He then created a tree branch-like structure that spread out to the other sphere's that contained the passengers. He demonstrated the function of the branches as he jumped down and rode the branch as a slide that extended down to the ground landing them safely in a small bounce house. Gwen was the last one to get off.

By now Gwen had pretty much given up after the Ferris wheel. This date had been a total disaster and no one was to blame. It had to be her bad lucky catching up to her or something. She just sat with Ben on a wooden bench sulking the rest of the night away.

It hadn't mattered to Ben why Gwen did all this. He knew she was trying to make this date perfect, but she didn't have to go through all the trouble. It didn't matter where he and Gwen were; as long as they were together he was fine. He didn't need all that sugar coated 'Romantic moments' to be happy with her. He was happy to be with her when they wrestled, yeah he rather do that right now with her than be on some romantic date. But since it meant so much to Gwen he should definitely try right?

"Wait here," Ben whispered "I'll be right back." Ben got up and ran through the crowd. Gwen was a little confused at Ben's words, she sighed and thought how perfectly her date could have gone if she didn't have so much bad luck. Ben returned in no less than ten minutes, hiding a large fluffy object behind his back.

"Ben…?"

"Here," Ben offered the same giant bear that Gwen wanted earlier "I knew how much you wanted this date to be perfect and all. But you don't have to try so hard, I can have fun with you anywhere anytime. And this little guy here is just a little thank you for trying so hard tod-" Ben didn't finished his sentence, he couldn't for Gwen had lunged herself on the bear sandwiching it as she wrapped her arms around Ben

"Gwen. Can't. Breathe. Crushing…" Gwen released Ben and hugged her new bear tightly.

"Thank you Ben, Thank you, Thank you!" Ben just smiled, who knew she be so excited over a bear "But how did you get it? We couldn't win anything before."

"Hey, you forget who I am," Ben flashed a smile "I'm the legendary Ben 10 I can do anything!" Gwen shook her head from side to side before punching Ben lightly in the arm. Ben didn't have the heart to tell Gwen that he had bought it from the Game Master.

Gwen snuggled up to his shoulder as the two walked through the park to look for their grandfather. Maybe this date wasn't so bad?

On a highly guarded Prisoner escort unit was now on its way to a highly guarded and almost impossible to escape correctional facility.

"Charm Caster what spell did you use on the Tennysons?" Hex asked.

"Oh I just hit them with one of my bad luck spells," Charm Caster grinned "It will last the entire week, it's not exactly what I call revenge but it will bug the little bugger."

_**So that explains it all…Charm Caster just gave the couple a level on the relationship meter o.o Way to go!**_


	4. Royal Pains

**Royal Pains**

Disclaimer: I do not own Ben 10 characters but I do, however, use them because I can.

"Gwen, it's hot" Ben whined, his head rested against Gwen's lap as the two lazily looked at the small T.V screen. The two tried their best to ignore the heat but Ben was the first to crack.

"Deal with it," Gwen replied barely putting any energy into her responses. The heat alone was unbearable; she didn't need Ben's nagging as well.

"Gwen, I'm bored."

"Deal with it."

"Gwen, I'm hungry."

"Deal with it."

"Gwen can I kiss you?"

"Deal with- What?" Gwen blushed a deep red as she looked into Ben's face which remained unchanged. He looked up to her with the same bored expression he had "What are you up to?"

"What? I'm bored and there is nothing else to do so…" He trailed up looking into Gwen's face a grin appearing on his face; Gwen glared at him for a split second and pushed him off.

"Ben I've already told you, you can't ask for a kiss like that, you have to set the mood for it!" Gwen grimaced; Ben had become increasing smug over the last few days. Ben rubbed his head and sat next to Gwen, wrapping his arm around her waist and pulling her closer to him. Gwen turned her head away, not really resisting his advance she just wanted to play hard to get. Just because he was getting cocky didn't mean that she didn't like it.

Ben turned her head slowly, smiling as he had the green light. Gwen was blushing and trying to avoid his gaze. Ben took the initiative and brought his face closer to hers; Gwen closed her and waited for his lips to touch hers. But they would never come for Max roughly opened the bathroom door after finishing his bath. Gwen instinctively pushed Ben to the Rust bucket carpet.

"Ow! Gwen! What was that for?" Ben glared. He understood that Grandpa Max couldn't know about the two of them but she didn't have to push him! He was so close to kissing her too!

"I felt like it, got a problem Dweeb?" Gwen glared at him.

"Be nice Gwen," Max reproved her.

"Yeah be nice Gwen," Ben smirked and Gwen glared. When Max returned to his room, the two relaxed and Gwen pulled Ben back onto the seat.

"Sorry about that Ben, we can't let grandpa know and I did it without thinking," Gwen apologized dusting off Ben's shirt.

"I know, I know," Ben rubbed his back, he was going to feel that in the morning "But I really think letting him know would be much easier than this."

"Ben…we talked about this, we can't be together since we're related, and"Gwen sighed, this was the fourth time she had to tell Ben this"We're breaking enough rules as it is."

"Alright, alright you don't have to go into that speech again" suddenly Ben grinned as he turned to face her "You know we didn't finish that kiss from before…" Gwen blushed as Ben inched closer and closer until Grandpa Max opened the door to his room and like before Ben found himself on the ground.

Later during the day, the two cousins we're out in the hot sun looking for the list of groceries Grandpa Max had given them. Some of them we're almost impossible to find, some of them weren't even worth looking for.

"Why are we out in the sun again?" Ben groaned, the sun was blazing today why was today of all days to go shopping?

"Because it was either this or listen to Grandpa's tales of his old plumber days while he sun bathed" Gwen wiped the sweat off her face, she would so need a bath after this.

"Oh yeah," Ben sighed his grandpa had a tendency to get sidetracked easily and he would somehow go off to talk about his food which how he mentioned them needing groceries "So what junk do we have to buy?"

"You don't want to know" Gwen grimly said as she had handed Ben the list. He took one look at it and covered his mouth looking like he was going to barf.

"I mean really Dung beetles in a _stew_?" Gwen retorted looking at the list once more. Ben and Gwen went to the store and bought normal food stuffs like chicken, beef and vegetables (which Ben refused to eat). On their way back, Ben felt like the heat was getting to him he was sweating profusely. If he walked back to the Rust bucket he wouldn't make it alive.

"Come on Gwen," Ben nudged her "I'll race you back to the rust bucket!" Running would be tiring but at least they would be out of this heat.

"Last one there has to eat whatever Grandpa makes with the sheep stomach!" Gwen felt disgusted just speaking about it. She ignored the feeling in her stomach and ran as fast as she could with the bags in hand. Eventually the two came to the Rust bucket off the edge of town with Grandpa Max outside sunbathing.

Ben and Gwen both flung the groceries on their grandfather and flew through the door. Gwen collapsed against the floor, panting and breathing heavily with Ben right next to her.

"Yes! I won!" Gwen cheered, she looked over to Ben who groaned thinking of what he would have to eat later on "Don't worry Ben; I heard that the sheep was healthy at least."

"You only won because your legs are longer!" Ben got up his breath still ragged "I call an unfair game!"

"What? Ben, come on stop being a sore loser."

"I am not a sore loser!" Ben furrowed his brow; Gwen always had the advantage during races. She was taller than he was and had the advantage of having longer legs.

"If you weren't you wouldn't be complaining right now Dweeb!" Both Gwen and Ben were practically at each other's throats. Ben made the first move by pouncing on Gwen, rolling back and forth on the ground as they wrestled. Ben finally pinned Gwen after getting her knee out of his stomach and her hand out of his face, just then a sense of Déjà vu came over him. He shrugged the feeling and focused on Gwen.

The couple stared angrily at each other both refusing to yield. Just then Gwen's face relaxed as her gazed softened; Ben raised an eyebrow at her sudden change. Gwen slowly raised her hand to gently wipe the sweat off his face. Ben surprised at her action, lost all sense of anger and just continued to look at her.

She didn't want to fight Ben, at least not over something this stupid. So she had to be the mature one and end it. Ben didn't know why but there was something about Gwen at that very moment that made her…lovely. Ben sighed deeply "Sorry," he removed the junk and dust from her hair, fixed her shirt and wiped the dust of her clothes.

"Good boy," Gwen smiled, she raised her body and lightly kissed him on the cheek. That was the final straw for Ben. He couldn't take it anymore he had to do it.

"Gwen…" Ben said almost in a whisper as he inched towards her Gwen slowly closed her eyes. Before their lips could come into contact Max barged through the door and once again Ben found himself on the floor.

Ben was starting to get frustrated, he wanted to kiss Gwen and every chance he had his Grandpa would mess it up for him. What if he could never kiss her again because Grandpa was around? Ben didn't want to think about it, he could only think about how to slip one in before Max could notice. All he could do for now was shoot daggers at his grandfather.

"Hm?" Max furrowed his brow looking around, he felt a sudden killing intent coming from behind him it wasn't much but he felt it. Ben looked away sweating bullets when his grandpa turned. _Can he read my mind or something?_

By now it was already night time and Grandpa Max went out into the small forest a mile away from the Rust bucket for some firewood. So that left the two alone and they could finally enjoy each other's company for once. The two were on Gwen's bed just innocently playing and talking to each other.

"Ben…" Gwen giggled "Stop it, it tickles."

"What if I don't want to?" Ben smiled "Besides you look like your enjoying it."

"Oh I don't know," Gwen grinned "What if I am? What are you gonna do about it?"

"Well then," Ben continued roughly brush her hair messing it up "How about that?"

"Hey, you have any idea of what I have to do to get it like usual?"

"Not really no," Ben answered flatly, he wasn't really that big a fan of hair "Hey…I wonder what you would look like with long hair, it would look really nice."

"You want me to grow out my hair?" Gwen asked raising an eyebrow.

"It couldn't hurt right?"

"I'll…think about it ok?" Ben lit up he couldn't wait to see what she would look like. Maybe she would look better than she already did. She was already beautiful as it was. While Ben was busy imagining the future Gwen, the real Gwen had slipped herself into his arms and wrapped them around her.

"Gwen?" Ben woke up from his day dream and noticed that he was suddenly holding Gwen.

"What? Is it so hard to believe I like being held by you?" Gwen tinted red, she really did like his arms around her. He was warm and it made her feel safe and protected.

"Oh," Ben face lighted up, he brought her closer to him and held her tightly. The two just lied there enjoying each other's company. Ben liked kissing but this wasn't so bad either. He rested his head against hers and slowly drifted off into sleep. But before he could, he had the strangest feeling of dread like something bad was going to happen "Oh no…not now!"

"Ben! Gwen! Come on- Ben you ok down there?" Max barged into the room to find Ben holding his stomach on the floor. Ben raised his hand and gave his grandpa a thumbs up being unable to speak at the moment "Well when you kids are ready come on out, I'm making smores." Max closed the door and Gwen practically jumped out of the bed.

"Ben! Are you ok? I elbowed you pretty hard…" Gwen pulled Ben up to the bed, he was still holding his stomach "Oh god, I'm sorry!" Ben raised his hand shakily and frazzled Gwen's hair a bit with a big smile on his face despite the large amount of pain he was in.

Gwen frowned, just what was she doing? All day she had been putting Ben in all this pain just because she didn't want her grandfather knowing? And she was sure Ben was just as frustrated at her because of all the interruptions. That was it. She waited until Ben could stand again and pulled him outside to where Max sat.

"Kids your finally out the smores are coming along perfectly," Max paused looking at Gwen, he stern face told him that something was up "Gwen? What's wro-?" Before Max could finish, the smore in his hand dropped to the ground along with his mouth. Ben stood there stunned; he couldn't believe what Gwen was doing. Gwen was deeply kissing him right in front of Max.

_**Oh snap. o.o **_


	5. Sunrise

**Sunrise**

_Part 1 of Sun Chapters._

"Someone mind tell me just _what_ is going on here?" Max fumed. Gwen broke away from the kiss and sheepishly looked at him. Ben panicked and opened his mouth to explain but Gwen stopped him and began to explain herself.

"It's just what it looks like Grandpa. Ben and I have been dating for a few weeks now." Gwen said sternly. Max rubbed his temples in an attempt to clear out his mind. "How did this even happen?"

"Well we accidentally kissed, and things just progressed from there…."

"No wonder you two were acting so close," Max groaned "I should have seen this sooner. Carl and Frank are so going to kill me for this." His sons would kill him if he told them about this let alone what Sandra and Lilli would do.

"Grandpa we'll explain it to them!" Ben blurted out.

"Do I even need to say how wrong this is? Do I even need to say that the two of you can't be in a relationship because you're-"

"Related. We know but Grandpa I really do love Ben and he loves me, so!"

"Gwendolyn! That's enough!" Max's voice boomed and Gwen cringed. He only used her full name when he was completely furious with her. Max really didn't want to hear this right now. He began to pace around the Rust bucket. How could he fix this? How could he explain to them about the huge mistake they were making? He needed a plan or something. He didn't want to be the one to explain this to their parents.

"Gwen what's wrong with you? Why did you do that?" Ben whispered angrily. Everything was going so well why did Gwen have to kiss him in front of Grandpa Max? They could have gone the whole summer without telling him!

"Well I got tired of beating you senseless each time Grandpa Max came into the room!" Gwen replied turning her head away and crossing her arms.

"I could have taken it!"

"Ben I just don't want to put you in pain like that…" Gwen's voice trailed off and Ben's anger just seemed to fade away. He couldn't stay angry at her when she was only worrying about his sake. Ben wondered what would happen to the both of them. If Max took her away from him…No! He refused to think about it. If they were going to take Gwen away from him they had to go through him. Max stopped his pacing and walked towards them.

"Alright kids!" Max furrowed his brow and Ben turned the dial on the Omnitrix and was ready to smack it down when out of the blue "You can date."

"Grandpa say what?" Ben and Gwen were in unison.

"You heard me. You can date but only on one condition."

"Anything!"

"You two are coming with me to visit some old friends." Max had an unusual grin on his face but the kids were too happy to even notice it. Gwen launched herself at Ben hugging him tightly. Max looked away and went back to making his smores when suddenly both Ben and Gwen wrapped their arms around him.

"Thanks grandpa!" They both thanked him grinning from ear to ear. Max could only have a faint smile. _Sorry kids,_ he thought feeling slightly guilty. The kids joined him and for the rest of the night they happily chatted away.

Before they went to bed, Max made a little call.

"Hey Jess. It's Max, and yeah it's good to hear from you too. Listen, I'm having a small family crisis and I need a favor." Max had been feeling a little guilty about what he was going to do. In the end the kids might hate him for it but he had to do it for their sake. He didn't know what to make of the situation. Ben and Gwen were cousins that fought over everything. For him to see them act like they were a couple and in love was a little disturbing to him.

Like when he tried to wake up the kids the next morning Ben had crawled into Gwen's bed maybe unconsciously and was hugging her tightly. Gwen seemed to enjoy it. Later that day while he drove to his destination, he could see through the mirror that Ben was playing with Gwen's hair while they cuddled on the seat. He had an urge to tell them to get way from each other but he held it in remembering the plan he had made in his head. He was going to stick to it no matter what.

When they were only about an hour away from his friend Jessica's he looked into the back mirror. Ben and Gwen seemed to have fallen asleep together. Max noticed something and stopped the vehicle. He walked up to the two and saw something he hadn't seen in a long while. They were smiling in their sleep. It's not like he never saw them smile but they were smiling because they had each other. They were contempt and that made Max feel worse. He gathered his remaining will and drove on. This plan couldn't fail.

"Kids we're here! Get up!"

"Who? What? Where? How?" Ben jumped up from the seat and instinctively his hand hovered over the Omnitrix "Is someone attacking?"

"No Ben we just arrived at wherever Grandpa is taking us," Gwen was forced to wake up, Ben's instincts could be a pain sometimes. And she was having a nice dream too.

"Yeah, places he takes us always have a tendency to have a bad guy or two."

"Come on, there are some people I want you guys to meet!" Max opened the door and a middle aged woman came out of the large white house to greet them "Jess! It's been a while."

"Too long of a while Max," her eyes were sapphire blue and her hair a scarlet red "Are these your grandchildren?"

"Yeah, this is Ben and Gwen," Both the children gave faint smiles as they waved to her "And that must be little Cherry." Grandpa Max pointed out the little girl that looked no older than ten that was shyly hiding behind her mother. She was the spitting image of her mother, blue eyes and flaming long red hair.

"Don't mind her. She is always shy to strangers but when she opens up. Boy can she be a handful." She patted her daughter on the head "Go on dear, say hi to Ben and Gwen." The little girl looked back from her mother to the two cousins.

"Um…Hi," She waved behind her mother and the two waved back with a smile.

"Now come on in, it'll be great to catch up on old times. Cherry you can play with them ok?" She gave her mother a slow nod as they made their way to the house. The house was much larger than an average house. It was almost if they were rich. The Adults made their way to the kitchen and left the kids to watch Tv in the living room.

For some reason Ben could feel like he was being watched. He turned around a saw that Cherry was smiling at him. Ben blinked a couple times and turned back "Okay…"

"What?" Gwen asked mindlessly staring at the T.V.

"It's nothing," Ben lied. He looked again and she was still staring which made him feel uncomfortable.

"So Ben, ummm what do you do for fun?" Cherry suddenly asked sitting down next to him. Ben moved away.

"Um, I dunno lots of stuff. Video games, Sumo Slammers, making fun Gwen," He looked over to Gwen who only glared at him before returning to the T.V.

"Well I got a Sumo Slammers Smack Down 4 for my Games Station in my room. We could play if you wanted." Ben turned to her, his jaw almost dropped to the ground.

"Wait…you… _A girl_, like Sumo Slammers _and_ Video games?"

"You make it sound like that's a bad thing. Is it?" She asked a bit worriedly and Ben jumped up from his seat.

"No! It's cool! It's awesome! I didn't think girls could possibly like both of them at the same time!" Ben couldn't help but grin. This was a rare find indeed "Who is your favorite Sumo? Wait, I haven't even played that game yet! Oh man, wait do you have the cards too?" Cherry was just as excited as he was. She nodded vigorously and grabbed Ben's hand.

"Come on! I'll show you my room! My cards and games are in there!" Ben happily followed as the two disappeared from the room. Gwen sat there blinking; stupefied at the scene that unfolded before her.

"What…What just happened?"

Soon after she got up and tried to find them. From the moment she met Cherry she had a bad feeling about her. Was it womanly instinct? _Who cares_, she thought as she went from room to room. She cursed the house for being this big. When she finally found them, cards were scattered across the room and Ben was playing a video game with Cherry extremely close to him. That grated Gwen's nerves.

She knew Ben could be a mindless idiot sometimes but this was going a bit too far. She was practically cuddling up to him and he didn't even notice!

"Well you two seem to be having fun," She said grimly.

"Oh Gwen, I was wondering where you were," Ben mindlessly continued tapping away at the buttons. _Sure you did_, she thought. Only Cherry turned to her with a slight smile on her face.

"Oh hey Gwen was it? I'm just teaching Ben how to play. Do you want to play too?"

"No I'm fine I'll just watch," Just then Gwen could notice a smug grin on Cherry's face "On second thought, I'll play." Gwen inched her way on the other side of Ben and Cherry gave her a controller. The three began playing and every so often Gwen could see Cherry inch up to Ben. She did the same. Ben's mind wasn't there but in the game, so he didn't even notice how close the girls were.

"Cherry what are you doing?" Gwen asked fed up with her moves on Ben.

"What? I'm just playing a game." Cherry defended herself.

"Don't play innocent with me, why are you moved onto Ben like that?"

"I could ask you the same thing." Cherry raised an eyebrow at Gwen.

"Well I'm Ben's…" _Girlfriend_ "…cousin and I don't appreciate you making a move on my cousin like that!" Cherry's eyes momentarily widened before her face grew angry.

"You're just his cousin, you don't own him! He could do what he wants!" The girls hadn't noticed that they stopped playing. Ben oblivious to any sounds besides the game just sat there like a zombie.

"Well…" Gwen couldn't say anything "He doesn't have to hang around you if he doesn't want to!"

"If you haven't noticed Ben seems to be having fun around me," She pointed at zombie Ben "Besides, you're acting like you're jealous or something."

"I'm not jealous!" Gwen raised her voice immediately blocking her mouth with her hand "I just don't like you."

"I don't like you either."

"So how about you just say away from my cousin until we leave and no one will get hurt." Gwen threatened.

"Hurt? Please," Cherry chuckled "Besides you guys are spending the weekend here. Didn't your Grandfather tell you?"

"Unfortunately he didn't." Gwen's face grew angry. She felt like he had planned all this but Grandpa would never do something like that. Not to them, right? Both girls glared daggers at each other. You could practically see the lightning surging between them. _Wait,_ Gwen paused _there is lightning! White lightning! What the-? Who is this girl?_

"Listen, I don't want to cause any trouble. I just want to hang out with Ben, ok? If you're going to be jealous about it, that's your problem." The lightning stopped and Gwen wondered if the lightning was a result from her magic. She has perfect control over it so it couldn't be her.

"Why do you want to hang out with this Dweeb?" She grabbed Ben and pulled him up knocking him out of his trance. If the lightning didn't come from her then it had to be…

"Who? What? Where am I?" Ben lazily looked around.

"I like him, ok?" Cherry blurted out turning her face away out of embarrassment.

"Huh?" Both Ben and Gwen were surprised. Ben was more surprised than Gwen.

"What? But…I just met you! For like 10 minutes!" It was true. He only talked with her for about five minutes before they started playing video games. After that everything was a blank.

"I know what you're like." She smiled sweetly at Ben "I know everything about you. I know how you're a hero and how you save people every day."

"How did you...?" Ben grew pale.

"I read your mind." Ben and Gwen's eyes widened to the size of dinner plates "What? Did my mom forget to mention that I have psychic powers?"

_**Never intrude on a man while he is playing his games! It's rude. **  
_


	6. Sunset

**_Thank you all for the reviews so far! 2000+ hits in only 5 chapters! Woot!_**

**_Part 2 of the 'Sun' Chapters._**

* * *

**Sunset**

Ben ran. He didn't look back for what chased him through the dark corridors were more frightening and terrifying than any alien he ever faced. He could feel the dark entities that were chasing him growing closer. Adrenaline poured into his system, his run broke into a sprint when the living room came into view. His spine tingled; he sensed the two dark shadows pulling closer to him with every step he took. He began sweating bullets. He had to get out of there quick. He hopped over the red couch and slid under the high table only to ram into the white stone wall. He ignored the searing pain, groggily got to his feet and dashed for the front door. His freedom was only inches from his grasp. Six, five, four, three…just then.

"Hold it right there Benjamin Tennyson!" Gwen's voice echoed through the room waving around her hand encircled by a small blue magical sphere.

"Noooo!" Ben howled struggling to escape the red sphere Gwen trapped him in "Let me go! I don't wanna choose!"

"Come on Ben, you know you want to play Sumo Slammers with me," Cherry said in a sing-song tone "You know you can't hide anything from me." She giggled poking the sphere. Gwen feeling slightly enraged pulled the sphere next to her and released Ben on the couch.

"Now, Ben. I want you to seriously think about who you rather spend time with." Gwen wore a smile, but Ben could easily see through it. He couldn't believe how angry she was. He just wanted to crawl into a hole at that moment.

"Hey! Leave his stomach out of this!" Cherry pushed Gwen aside "Don't punch him in the gut just because he didn't choose you! If he wants to pick me he wants to pick me!"

"_Stop reading my mind_!" Gwen hissed through her teeth.

"If I don't you might actually hurt him!" Cheer wrapped her arms around Ben defensively.

"Get. Away. From. Him." Ben's eyes widened. He felt like something in Gwen's mind crack when Cherry did that.

"You may be his girlfriend but you don't own him! Ben can hang out with anyone he wants! Right Ben?"

"Oh god," Ben tried to struggle out of her grasp. He didn't want to die! He only struggled in vain because all he could remember was a pink bolt flash of light. Ben woke up seconds later, only to be under a heavy load of rubble. He could hear small explosions and could feel tiny rumblings on the floor. _The girl's are fighting!_ He thought, _but if I go out there I'll make it worse…or die._ He sighed and wondered for a split moment how he got into this mess.

_Earlier._

"_Wait a minute. You have psychic powers?"_

"_Yep," Cherry said it like it was the most natural thing in the world "What? Scared of me or something?"_

"_Scared? No, but I feel like I have no more privacy." Gwen's eyebrow twitched. Now this girl knew everything about them and she probably knew more about Ben than she did. _

"_Yes, yes I do." Cherry happily responded. _

"_This is exactly what I was talking about!" Gwen fumed "Could you like, stop listening to what other people are thinking?" _

"_And miss out on all the fun of poking through your brain? No thank you." Cherry ignored the glare Gwen gave her and looked over to Ben who was trying his best not to get involved "Now come on Ben let's play. I know you've been itching to try the other games." _

"_Uh…well yeah but…" He looked over to Gwen's angered face. Ben wasn't ready to die just yet._

"_Don't worry she won't hurt you, as much as she threatens she really doesn't want to." Ben scratched his head. He didn't like where this was going "Oh, and if you ever think about kissing me, I think you should run."_

"_Could you not tell him what I'm thinking please?" Gwen sighed and clutched onto Ben's arm pulling him towards the door "No, Ben you're coming with me to interrogate Grandpa. He has a lot of explaining to do." _

"_No, he is playing Sumo Slammers with me!" Cherry grabbed Ben's arm and pulled him in the opposite direction. She wasn't going to let Gwen have Ben all to herself. _

"_No he is not!" The girls just continued to play tug of war with Ben, while he grew more and more infuriated. Ben could feel the vein on his forehead getting ready to explode. He couldn't take this anymore._

"_Will the both of you just let go of me!" Ben cried out frustrated. They both let go of him instinctively "I am not a toy! I don't mind playing with Cherry and I have to ask Grandpa some questions myself but I can't be in two places at once!" _

"_Then choose!" Ben rubbed his temples. He calmed down slightly, looking back and forth between the girls noticing they weren't even really looking at him. They were staring at each other with…pink and white lightning between them? They must have been letting their powers loose. Ben could only think of one thing to do in a situation like this. _

"_Oh no you don't!" Cherry shouted but it was too late Ben slipped between their fingers and rushed through the door into the hallway. Ben wasn't running because he didn't know who to choose. He ran because he feared for his life if he picked one, the other would hurt him. _

Present.

"Just what is going on in here!" Max's voice boomed through the living room. He and Jessica rushed to the living room when they heard the large explosion. The living room was in disarray. The furniture was turned over, potted plants destroyed, vases and other glass objects that weren't recognizable at this point were scattered across the floor. Gwen whose clothes were ruffled and dirty, let her bolts of magical energy fade into the air just as Cherry whose eyes were glowing white dissipated her psychic shield. "Gwen what are you doing?" Gwen didn't respond, she only looked away disappointed by her own actions.

"Sabrina Cherry Arthur just what do you think you're doing to our guests?" Jessica's voice roared making Max's voice sound like a mouse compared to her own. Seconds passed by, both remained silent. Jessica's face turned grim and Cherry cringed.

"Gwen and I…had a large disagreement," Cherry, or Sabrina composed herself, dusting her long white dress and wiping the dirt off her face "It was entirely my fault, I angered and taunted Gwen and I apologize to everyone about my rash behavior especially you, Gwen." Gwen was taken aback, Cherry's anger dissipated. She composed herself to that of a responsible young woman in a matter of seconds. Cherry's mother gave her one last glare before she disappeared into the kitchen, leaving Max and the children.

Gwen wondered if her mother was psychic as well. Cherry seemed to be a totally different person when her mother was around. Was she afraid of her? Gwen saw the sad look Cherry gave her before she ran to the kitchen and came back with several cleaning utensils floating behind her.

"….Women are crazy." Ben finally dug himself free from the pile, when he heard all the noises quiet down. In doing so, he only dug himself into a bigger problem for Grandpa Max was not pleased to see him or Gwen.

"I don't know what's going on but young lady you're coming with me." Max grabbed onto Gwen's hand and dragged her out of the room.

"Wait Grandpa Gwen didn't-!" Ben suddenly shouted.

"Ben I don't want to hear it, if the two of them are going to fight it's best just to separate them."

"What? But Grandpa! Wait! I don't want to…" Gwen trailed off when Max glared daggers at her. She turned back to a saddened Ben and a neutral looking Cherry "Ben don't you dare do anything while I'm gone!" Ben scratched his head and watched silently as Max pulled Gwen outside. A chill went up his spine, he turned around slowly to notice that Cherry had been staring at him.

"I…um…"

"Sorry Ben, it looks like I can't play with you anymore." Cherry smiled bitterly and turned back to her cleaning. She lifted the glass and threw it all into a dustbin.

"Wait what?" Ben was surprised. He honestly thought she would have jumped him by now.

"Mom forbad me from even talking to you. If she caught me, I'd be in big trouble." She flipped over the couch and used a broom the sweep the rest of the broken glass.

"I didn't hear her say anything like that." Ben tried to help picking up the couch cushions and threw them onto the couch.

"She didn't' need to say anything. I'm psychic remember?" Cherry sighed "I read her mind. It's how me and my mom communicate in this house." She sounded sad and distance. Ben figured that there must have been something bothering her but he rather not get too close to her before the girls fight again.

"Why doesn't she want you talking to me?"

"She is overprotective, go figure." Cherry shrugged and continued her cleaning.

"Why do I feel like that isn't everything?"

"I'm so stupid. How could I even think she would let me have a boyfriend?" She didn't talk to Ben but herself "Especially a glory hog, block headed, and overzealous boyfriend like you." She smacked her palm against her forehead.

"Hey!"

"Sorry," Cherry patted Ben's head "Listen Ben, let's just forget everything. After this weekend you won't even remember I exist."Cherry began to tear up. She wiped her face with the sleeve of her shirt and returned to her cleaning.

"Cherry what's going on?" Ben was now genuinely worried about her. He couldn't stand when a girl cried.

"Tell me Ben, how many friends do you think I have?"

"I dunno. A lot" Ben shrugged.

"Have you seen where we are?" Cherry raised an eyebrow and placed her hands to her hips.

"No, I was asleep on the way here." Cherry walked over to the nearest window and slid the curtains. Nothing but the color green filled Ben's eyes. They were surrounded by a thick forest with trees as far as the eye could see. Upon closer inspection Ben could see the rust bucket in all its rusty glory. Grandpa max was giving Gwen an earful while she just stood there and took it all. Ben couldn't let her take all the blame. After all they were technically fighting over him. Before he could leave Cherry grabbed his hand and pulled him over to the couch. _Oh right_, he thought _she can read my mind_.

"We're in the middle of nowhere Ben, miles away from the nearest town." Cherry held his hand refusing to let go. Ben gave up and just listened to what she had to say. "I've…never had a friend in my life." Ben's eyes momentarily widened.

"What? How could you _not _have friends? You love sumo slammers! All the guys in your class gotta like that about you at least!"

"As much as I would _love_ to go to school, I don't." Cherry's eyes flashed white for a moment and a picture frame appeared "My mom has home taught me like forever." Ben held the floating picture and in it he saw a picture of Cherry scribbling down some notes in a sea of books.

"Your mom must have really been bored to take a picture of you studying…." Ben put the picture away and Cherry giggled.

"I took that, and it gets horribly dull when all you do is study all day. So yes, I was bored."

"I think I would go crazy if my parents ever made me do that. I need constant excitement like kicking the butts of random villains!" Cherry could feel Ben relax around her and that's all she needed.

"Too much excitement can drain a person you know."

"Not me," Ben flashed a grin "I've been going hero all summer and I can still go for some more."

"Oh really?"

"Ya really!" Ben grew excited "I can take on any bad guy! I'm the legendary Ben 10!" Ben stood up and made a heroic pose. Cherry giggled, she knew he would get excited.

"Hey Ben…" Cherry looked down and fiddled with Ben's hand. For the strangest reason, Ben didn't feel like pulling his hand away. The awkwardness just seemed to melt away as his excitement grew.

"Yeah?"

"I know I've been kinda pushy…but I just wanted someone to hang out with. I mean how often do you find a guy whose into the same things you are? It must be the same for you right? Not even Gwen likes sumo slammers."

"What else do you like?"

"Instead of telling you why don't I show you," Cherry squeezed Ben's hand tighter. One of her abilities as a psychic was to 'show' someone what she was thinking just by touching them.

"Huh?"

"Just close your eyes silly." Ben obeyed and shut his eyes and a rush of images flashed in his head. He was amazed at what he saw. This girl had so many hobbies despite being locked up in a house like this. The images of her just whizzed by. She loved playing Sumo slammers because they were strong, she read comics despite her mother telling her to burn them. She even played baseball, even if she was her only opponent. She was like one of the guys, even though she looked really pretty. She liked cooking which was normal for a girl; she had her dolls and tea sets and other girlie stuff that Ben couldn't see himself touching rather than play with them. However, the thing she liked most of all scared Ben a little. He saw an image of himself flash by. He ignored it and opened his eyes.

"Wow, I didn't know powers worked like that."

"That's not all they can do…" Cherry yawned widely stretching both her arms before she leaned onto him, snuggling up against his shoulder.

"Hey…"

"I'm not going to do anything," She yawned again "My powers just made me a bit sleepy…" Ben smiled, _she is pretty cute when she is like this,_ he thought as he began to stroke Cherry's hair. She wasn't a bad person, she was just lonely. She just wanted a friend to play with. Unfortunately for Ben, she wanted a friend and instead fell in love with him. She couldn't exactly say that he loved her, but he could feel his heart growing warmer for her the longer she was around him. A smile crept up Cherry's face as she snuggled up closer to Ben. He didn't mind, after all that he couldn't just turn her down.

"Ben, do you want to know what I'm thinking of right now?" Cherry said in a sleepy voice.

"What is it?" Cherry touched Ben's forehead with her finger tips and Ben was sent back into her mind. He looked up and saw something he didn't expect. Right in front of his eyes, Cherry was deeply kissing him. "Whoa!" Ben flashed his eyes open and soon realized that her thoughts weren't only in her mind. Ben didn't move, he was too shocked to move. He knew she was bold and he should have expected it, but he never imagined that he would freeze up when she actually did it. Suddenly, Ben heard someone gasp and broke away from Cherry rather quickly and noticed that she was looking something. Fear spread through Ben when he recognized the short red hair and shocked green eyes.

"Gwen! Wait! It's not what you think!" Gwen with tears streaming down her face, roughly shut her eyes close before dashing off. Ben feeling more guilt than he ever had in his life, got up immediately and rushed after her only to be held back by Cherry grabbing onto his shirt.

"I'm…sorry Ben but please don't go."

* * *

**_Sorry for the long wait. As you know School (Hell) has began so I can't post as often as before but I will try! _**

**_Words of Advice: Guys, when two girls fight over you. Run. Run to the hills! Because somehow, you'll be the one getting hurt in the long run.  
_**


	7. Midnight Sun

**Midnight Sun**

'_Sun' Mini-series, Part 3. _

"I'm sorry Ben…" Cherry looked down to the ground, trying her hardest to avoid Ben's gaze "It just happened…then she came and I…"

"You knew she was watching didn't you?" Ben asked in a quiet tone.

"…I'm sorry," Cherry apologized "But I really like you Ben…"

"Ugh..." If he spent anymore time here Gwen would eventually run away to who knows where. He had to get out and look for her but he couldn't just leave her. _Oh man,_ _I really don't need this right now _Ben groaned mentally.

Cherry sighed and let his shirt go "Go." Ben didn't need to hear anymore. He turned the dial on the Omnitrix, and slammed it down. When the green light had cleared, a black-suited humanoid lizard emerged and dashed out of the room with a large burst of speed. Cherry got up and dragged herself to the front door then outside. Her eyes glowed white as she lifted herself gently through the air and set herself down on the roof top. She plopped herself next to a sobbing red-haired girl and just stared out into the wilderness.

"What do you want? Did you come to rub it in my face?" Gwen wiped the tears out of her eyes, glaring at Cherry.

"No, I'm just here to talk." Cherry stared off into the sky not entirely paying attention to anything.

"There is nothing to talk about."

"Ben really likes you, you know."

"Obviously he likes you more."

"I wish, the entire time I was with him he wouldn't stop thinking about you," Cherry sighed and glanced to Gwen who just stared but surprised at Cherry's words "I was like a substitute for you."

"He still kissed you." Gwen pouted turning her face away.

"You and I both know I kissed him." Gwen didn't reply. She only put her head to rest on her knees "You know, my entire life I wondered what it would be like to have a boyfriend. To have someone love and care for me, to play with me, to…just have fun with. Like what you and Ben have. I have to admit I am jealous, really jealous."

"It's not all fun and games you know…"

"Don't try to be all mature on me. You and Ben haven't had any 'rough' patches in your relationship, well besides me and I'm not much of a problem anymore. You've been having a blast, and I want to be like you. Maybe I just needed a friend. I don't know, I just don't want to be lonely anymore."

"Hey…well…if you promise to not hit on Ben…"

"Sorry, can't promise that." Cherry replied curtly.

"You're a stubborn girl aren't you?"

"Not as stubborn as Ben though," Both girl's looked to each other and laughed "My mom and Ben would get along, they are both horribly stubborn."

"Speaking of your mom, she kinda busted you didn't she."

"My mom wasn't always so harsh. She only became like this up until a week ago. She didn't even want you guys here. She kept mumbling 'It would ruin the plans' or something. Then out of nowhere she was ordering me, like her own little slave or a puppet on her strings. 'Cherry lift up that generator' 'Stop complaining and move that particle accelerator! I don't feed you just to hear you complain'. Honestly she became a tyrant overnight. But hey, that's life."

"Why does your mom need a generator? And aren't particle accelerators huge?"

"Dunno, she won't tell me anything anymore," Cherry sighed "I miss the good old days where she would actually talk to me and not order me around. By the way, yes, yes they are." Cherry squinted her eyes and rubbed her temples remembering the strain she endured lifting that large hunk of metal up.

"So friends?" Gwen asked.

"Yeah…friends." She paused "I still get to hit on Ben though," Cherry laughed. She whipped her head to the forest when she saw a familiar lizard "Seems like someone misses you." While Gwen looked over the edge, she pushed Gwen off the roof. While she screamed, Cherry carried her gently through the air with her powers until she landed softly on the ground.

"Gwen!" XLR8 shouted as it raced through the forest at hyper speed. Soon enough the Omnitrix began blinking red, and released the alien form leaving Ben in his human form flying head first into Gwen tackling her to the ground "I'm sorry! Cherry kissed me and I didn't know what to do! I like her but I like you way more so please don't cry! I'm sorry…and I won't do it again and and…"

"Ben! Ben, calm down…" Gwen winced in pain and looked closely at Ben. A small smile crept up her face as she gently stroke his "Geez, Ben you should see the look on your face" She was surprised at how frantic he looked. She had to admit it made her happy to see him so worried about her "I forgive you."

"R-really?" Ben eyes began to tear but he quickly wiped them off and began his rant "Where were you? I was scared you know! I thought you were kidnapped by Vilgax or something! Do you have any idea how long I looked for you?" Ben quickly went from apologetic to full blown angry. Gwen slightly taken aback smiled and simply wrapped her arms around his neck.

"I'm sorry," was all she whispered. It was all she needed to say. Ben sighed, with it releasing all of his frustration and returned her hug. He was never letting this girl out of his sight ever again. Cherry who was still on the roof watched the scene and bitterly smiled as she jumped down to the ledge of her room's window and hopped inside. She gave one solemn look to Ben and Gwen before she shut her window.

* * *

For the remainder of the weekend visit Cherry locked herself in her room. She didn't respond to anyone's calls not even Ben's. The two worried about their new psychic friend. All her mother had to say about it was that 'Don't worry. She does that from time to time. Give her a few days and she'll be as good as new.' Those words didn't exactly reassure the cousins but what else could they do?

The night before they were supposed to leave, Ben was woken up by Gwen's insistent shoving. Gwen pressed her finger against her lips begging Ben to be quiet as she dragged Ben along with her. Still dazed and half asleep he didn't know what was going on. All he could feel was Gwen pulling him somewhere.

"Gwen, where are we going?" Ben asked still rubbing the sleep out of his eyes.

"I saw Cherry's mom go into some secret room," Gwen turned to whisper making sure that no one could hear them "I thought we should check it out." Ben looked at her disbelievingly.

"I'm going back to sleep," Ben said curtly shaking Gwen's grip on him before making his way back to the bedroom.

"Come on Ben! She looks suspicious, and Cherry's been uneasy about the way her mom acts lately!"

"So what?" Ben yawned loudly.

"I thought that she might be an alien shape shifter."

"I'm going to bed."

"Ben!" Gwen grabbed his arm and thought for a bit "If you don't come with me I'm never kissing you again."

"What are you waiting for? I haven't got all day," Ben had already made his way past Gwen to the living room. She giggled, _he is so easy_. Gwen then pointed to a small statue on the shelf and Ben nodded. He pulled on the switch and the shelf slid to the side and opened up a flight of stairs. The two tip-toed their way down the stairs through the darkness until they came to a cold metallic door. Ben slowly opened in enough so he could peek through. When he did he saw Cherry's mother mixing a variety of chemicals before she moved over to a large machine. The room was coated in white, furnished with only a few desks and chairs with large complicated machines crowding the room. There was a window that showed another room, but it was pitch black and Ben couldn't make anything out.

Gwen pushed over Ben and watched Jessica make her way to the large particle accelerator where she pressed a few buttons and turned it on. Just then, the dark room lit up when a small yellow sphere that resembled the sun emerged from the darkness.

"Project Midnight Sun is a success! With this all my plans are finally coming together! And with this Sabrina can get what she finally deserves." The contrast of colors that radiated from the tiny sun, made it appear as what she described. The cousins were horrified.

"You were right…" Ben shook his head in disbelief "What are we going to tell Cherry?"

"The truth, we will settle this when everyone is present," Gwen got up from under the table and pulled Ben out "We'll settle this tomorrow."

* * *

"Well Jess…I don't know what to say about the kids…" Max scratched his head as he eyed Ben and Gwen who looked away to escape his piercing gaze.

"No Max its fine, I have to apologize about Sabrina's behavior…she isn't normally like this." Jessica looked over accusingly to Cherry who just looked forward not really focusing on anything. "Don't worry; I'll straighten things out with her."

It had been a while since they had seen her. She was either deep in thought or just really out of it. Either way, she didn't look too happy. Ben and Gwen noticed Cherry's lonely gaze and nodded. Ben spun the dial on the watch and transformed into a large red four armed creature and grabbed Cherry's mother. Gwen projected a Sphere around Cherry and pulled her over to the Rust bucket.

"Wha-what are you two doing?" Jessica struggled and thrashed in Ben's grip.

"We are taking Cherry away you shape shifting Alien!" Ben claimed.

"Ben just what do you think you're doing?" Max ran up to Ben and tried to release his grip on Jessica. Ben raised his hands to a point where Max couldn't reach.

"Wha?" Cherry finally realized what was going on when she heard her mother screaming "What are you guys doing to my mom!"

"Cherry that isn't your mom! It's an alien!" Gwen shouted as she set Cherry down next to her.

"What are you talking about?"

"Think about it! She does a lot of late night prowling, she made you move all those machines all for some big plan I bet! You even told me she became a tyrant over night!"

"Kids," Max sighed rubbing his face "She isn't an alien."

"Of course she is! We even saw her working on something in her lab!"

"Yes my work, which I do for a living. I admit I've been hard on Cherry but I'm only doing to speed up my work."

"What work?"

"I'm a scientist work on a new theory that deals with dark matter, where you take the…wait I'll confuse you." She searched her mind "Let me put it like this, I deal with a lot of molecules that if they touch they go boom."

"That doesn't help your case lady." Ben remarked.

"Guys let her go." Max ordered.

"But-!"

"Jess, why don't you explain?"

"Gladly," Ben dropped her and crossed his four arms eyeing her closely "Listen kids, I'm decided to move. I know that Cherry has been cooped in this place for far too long. I want her to grow up like a normal kid, with a lot of friends so that when I'm busy she won't be bored. So I've decided to speed up my work, which usually takes years and minimized it into a few weeks so that Cherry can go to school by the end of summer."

"Wha?" Out of everyone gathered there, Cherry looked the most surprised. She was shocked. Not at the fact that her mother was only being a monster for her sake but the fact that she didn't know about her mother's plans. She can read the mind of anyone, why could she notice her mother's plan?

"What…how…why? How could I not pick up on that?"

"Is that really what you're supposed to be surprised about?" Gwen pointed out, shaking her head slowly.

"I am your mother you know, I've learned a few tricks about your powers especially how to block you out of my mind."Her mother walked slowly to Cherry and hugged her tightly "I'm sorry dear, I've been hard on you but I did it so you could be happy. I hope you can forgive me." With tears wielding up in her eyes, Cherry strongly hugged her mother.

"You kids need a vacation," Max sighed "Your imaginations are growing too wildly." Ben and Gwen could only nervously laugh.

The rust bucket's engine roared as it existed the forest. Ben and Gwen were at the back waving to Cherry who kissed her hand and blew it to Ben. As his face turned a light red Gwen smacked the back of Ben's head "Dweeb."

* * *

When the Rust bucket had finally made its way out of the forest, Gwen had to bring up something that she kept for too long. "Now that's done with," Gwen's voice became grave and serious "Grandpa don't you have something to say to us?" Gwen crossed her arms and glared at Max who continued to be silent.

"What's going on?" Ben asked getting away from the window and walking next to Gwen.

"Alright, alright," Max put the rust bucket on auto-pilot and turned to kids "Ben I came here for a reason and it's not just to meet an old friend. Jessica's husband was a brilliant scientist on his own planet. He made a lot of technology that dealt with the brain and its functions."

"So..?"

"He wanted to wipe our memory with this." Gwen closed her eyes and produced a small black device that was heavily crushed. Gwen probably took care of it.

"What? Why would you-Oh!" An image of Gwen crossed flash through his mind "Grandpa you can't do that! You said you would agree to us being together if we came here with you!"

"Ben you have to understand…" Max pleaded.

"No! I'm not breaking up with Gwen!" Ben grabbed Gwen by her arm and went to their room slamming the door as loud as he could. Max sighed as he sank back in the chair. He looked up to the full moon, full of questions. _What am I going to do now…?_ Ben and Gwen still hadn't got the approval they want, but they were willing to prove to their grandpa just how much they loved each other.

* * *

_**Thank you all for reading Turn Of Tides so far. I think I'll go back to more Bwen time. Look forward to the next chapter. **_


	8. The Beach

_**The Beach**_

**_Another week. Another Chapter. Enjoy!_**

**_

* * *

_**

"_I don't know what's going on but young lady you're coming with me." Max grabbed onto Gwen's hand and dragged her out of the room. _

"_Wait Grandpa Gwen didn't-!" Ben suddenly shouted. _

"_Ben I don't want to hear it, if the two of them are going to fight it's best just to separate them." _

"_What? But Grandpa! Wait! I don't want to…" Gwen trailed off when Max glared daggers at her. She turned back to a saddened Ben and a neutral looking Cherry "Ben don't you dare do anything while I'm gone!"_

_Max continued to pull Gwen along even though he really didn't need to. It took all her self-control not to break from his grip and busting through the house ready to give Cherry a butt-kicking. She waited until he brought her to the Rust bucket before she spoke another word. _

"_Now young lady, could you explain to me what was going on in there?" Max fumed as he finally let her hand go. He crossed his arms and waited patiently for her answer._

"_Cherry just annoys me," Gwen said shortly._

"_What did she do that annoys you so much that you almost destroy her house for!" _

"_She wouldn't stop flirting with Ben even though I asked her too. She kept reading my mind, I like my privacy! I could go on but you get my point." Max slapped his face gently and sighed heavily. This was about her new relationship with Ben, he had hoped that they wouldn't get this far. He had to put an end as soon as possible. _

"_Just…just go take a shower or something," Max groaned, he opened the door and sat down in the driver's seat. Gwen was surprised. She honestly thought that Max would have exploded with anger. _Maybe he accepted us?_ Gwen thought. She stood there before she went inside and took a long shower. When she exited the bathroom, she noticed that Max had fallen asleep with a small black device sitting right next to him. She didn't know why but she got a strange vibe from the device like it was something dangerous and to avoid it at all costs. She ignored her gut feeling and grabbed the device. It was a small slick black object in the shape of an ordinary phone with 5 slots on it. Feeling a bit curious she moved the second slot to the number ten. Just then, Max woke up and noticed what Gwen possessed in her hands._

"_Wait Gwen don't-!" Max reached out for the device so suddenly that it frightened Gwen into pressing the large black button on the device. A bright flash of white light erupted from the device and all was quiet. _

"_What did she do that annoys you so much that you almost destroy her house for!" Max suddenly shouted._

"_Huh? Grandpa we already talked about that..." Gwen was taken aback, she knew Grandpa Max was old but not this old "She flirted with Ben and she kept reading my mind…" _

"_Ugh…Gwen just go take a shower or something_…" Déjà vu much?_ Gwen thought. Just then she looked to the device and she figured it out bit by bit. _

"_Grandpa…what was the last thing you remember?" _

"_What kind of question is that? I just dragged you to the Rust bucket…wait how did we get on?" _

"_Grandpa what does this thing do?" Gwen flashed the device in Max's face. He turned pale and tried to grab it from her hands "What does it do?" Gwen hopped backwards avoiding his hand. _

"_Gwen that's…classified plumber Intel I can't talk about it." _

"…_Just now you said something you said ten minutes ago!" Gwen flashed her eyes to the device "It wipes out memories doesn't it?" Max didn't say anything. Gwen instantly thought of her relationship with Ben "Grandpa you promised!"_

"_Gwen I can't let you two go on like this! Think of the situation your causing! What will your parents think about this?" Max argued._

"_I don't care! I love Ben and that's all there is to it!" Gwen's eyes flashed pink and crushed the device. Max looked disheartened as his only granddaughter ran past him out the Rust bucket and into the house. _

_

* * *

_

"So that's what happened…" Ben spun and swirled Gwen's hair.

"Yeah…after that I met up with you and Cherry," Gwen tried not to think of what they were doing when she got there "I haven't really talked to Grandpa since." Gwen nudged her head closer to Ben's chest. Ben sat on the bed, while Gwen rested her head on his lap nuzzling ever so closely as she could. Ever since they left Cherry's house, the two were locked up in their room not really trying to make contact with their Grandpa. Ben was incredibly mad at him for even trying to pull something like that over them and Gwen felt indifferent about the whole thing. She didn't know what more she could do to convince him.

"Guys," _Speaking of the devil_, Ben thought. "I'm sorry about the Electrostatic Brain destabilizer. I know you're mad but I'm only worried about you. I won't pull anymore underhanded tricks and I won't try to convince you guys about why you two shouldn't be together, that would be like talking to a brick wall." He laughed to himself "I know you guys don't want to talk to me right now but I was thinking that we could go to the beach, it's not much but it's a small step to show you guys how sorry I am." After a few seconds of silence, he sighed and went to his room. Ben and Gwen sat in the silence pondering about what he just said. Eventually they gave up and fell asleep.

When they woke up the next morning, Grandpa Max had disappearing leaving behind a note that read 'I've gone for a walk, be back in the afternoon. Try not to have too much fun. I made breakfast, so for today relax and have fun, Love Max.' Ben stared at the note blankly then threw it away. Gwen noticed Ben's glum mood and tried to cheer him up.

"Come on! We're going to have fun today!" Gwen gave him a reassuring smile.

"This is what you call fun?" Ben remarked.

"Yep," Gwen replied putting her shades on and letting the sun do its work. She lied flat down on her towel and sunbathed while Ben made sandcastles. Well tried too, it wasn't going so well since he didn't have much of an interest in it. After a while he became so bored studying seemed good at the moment. _Well, not really_. Ben looked over to Gwen who had completely fallen asleep at this point. A sinister smile grew on his face.

"Huh…?" Gwen woke up "What…? Why…? BEN!" Gwen screamed realizing the situation she was in. She was buried up to her neck in sand.

"You were so asking for it falling asleep like that!" Ben rolled on the floor laughing "You're the one who told me to have fun."

"Yeah, but not at my expense!" Gwen struggled "Get me out of here!"

"What if I say I don't want to?" Ben smirked. Gwen's eyes glowed bright pink and Ben gulped. Just then a huge eruption of sand shot Ben and other innocent beach-goers straight into the ocean. Moments later, Ben emerged and crawled onto the shore gasping for air. _I should really think my pranks through…_

"Hmph," Gwen passed Ben without even looking in his direction and hopped into the water. Ben sat up and watched Gwen swim until she pulled herself out of the water. Ben couldn't take his eyes off her. Maybe he was too bust thinking of his Grandpa or he just didn't have the time to notice. It's not like he hadn't seen her in that swimsuit before, but now she looked _good_, really good; the gentle sway of her hair, her dazzling green eyes, her slender figure. He was looking at her in a new light.

"What?" Gwen took notice of Ben insistent staring feeling a little embarrassed by it.

"Nothing! Nothing at all, um are you hungry? I'll go get us ice-cream." Ben scurried away not being able to take it anymore. If he stood there any longer he wouldn't be surprised if steam came out from his ears. After Ben got the ice-cream, he saw a bunch of guys surrounding Gwen. They looked no older than twelve. Ben suddenly became tense, Gwen didn't seem like she was enjoying their company.

"Who is he?" The tallest of trio spoke shooting an intimidating glare at Ben "Is he your boyfriend?"

"Nah, he couldn't be." The second guy had a smug look on his face "A midget like him should be her brother."

"Run along now, we have some business with your sister." The third pushed Ben away.

"Oh that's it," Ben threw the ice-cream to the ground "Bring it on punks!"

"You think you can take all three of us?" The three boys ganged on Ben.

"No, but WildMutt can!" Before Ben could touch the watch he noticed Gwen in the back shaking her head from side to side. Ben gritted his teeth and brought his fists up once more "Bring it!" The tallest one lunged at Ben attempting to punch him straight on which Ben easily dodged by stepping to the right. Ben shot his foot straight forward kicking the boy directly in his shin, putting him to ground as he held his leg screaming 'My shin!'. The second attempted to punch him again but he easily grabbed his hand and threw him to the ground. Suddenly, Ben felt the third hold him in a headlock move preventing him from escaping. The leader stood up groggily and took the chance he waited for and punched Ben directly in the stomach.

"Get away from him!" Gwen screamed as she kicked the goon holding Ben in the face causing him to release Ben and stagger backwards. She then punched the leader in the stomach, and followed up with a rising uppercut. Her assault didn't stop there, "Duck!" she yelled and Ben followed. Soon her leg swept above his head, where the third goon returned knocking him down into the sand. Ben noticed the second one behind her, and slid on the sand kicking him on his legs nudging him forward but before he could fall over Ben kicked him in the face. When he got up, he noticed the leader was still standing looking like a frightened little cat.

"He is my boyfriend! Not my brother! My boyfriend, get it!" Gwen shouted and the boy stiffened.

"No way but he even looks like you…your eyes…" He replied weakly and Gwen groaned.

"Fine! Proof," Gwen turned to Ben and held his face with both her hands and roughly pressed her lips against his. At that moment, Ben's brain stopped functioning and nothing made sense "There, you happy?" The boy nodded and ran off crying.

"Some boys can be such Dweebs, right Ben?" Gwen turned to Ben, who hadn't come out of the Daze "Um…Ben? You ok?" Gwen waved her hand in front of his face. Nothing. She brought her face closer to his and noticed how deeply he was blushing. She snapped her fingers and Ben began to shake his head. When he noticed how close her face was to his, he hopped back.

"What? What is it? Why are you so close to me?" Ben huffed.

"Why are you blushing so hard…?" Gwen asked walking closer to him.

"I'm not blushing! It's just the heat." Ben looked away trying to avoid her piercing gaze. _What is wrong with me? It's just Gwen. _

"Right…well since where at the beach why don't we try having more fun?" Gwen grabbed Ben's hand and pulled him along. Well since we're here might as well go with it, Ben thought following his girlfriend along the beach.

"It won't be girlie right…?" And so began their mini-adventures along the beach.

* * *

"So what exactly are we looking for here…?" Ben asked lifting a moss covered rock.

"I don't know. Something cool." Gwen noticed the few crabs that were scurrying across the rocky cliff.

"What can we find at the bottom of a cliff that's cool'?" Ben lifted a soggy wet patch of sea grass that appeared to be moving. He threw it away as quickly as possible.

"Oh! Ben come and look at this!" Gwen squatted next to a shallow pool of water and pointed at two starfish, one much larger than the other "Aww they look so cute like that." Ben stuck his finger in the pool and poked at the larger starfish. Ben leaned over to get a closer look at it, but as luck would have it he delved head first into the shallow pool.

"Ben!" Gwen cried as she pulled him out but as soon as she did she broke into snickers.

"Ahhhh! Get it off me!" The starfish attached itself to Ben face. He struggled to pull it off his face but it wouldn't come off. Gwen just held her stomach and laughed at him.

"Alright alright, just calm down." Gwen used her magic to detach the starfish from Ben. While she did, it gave her a great idea.

* * *

"Well what do you think?" Gwen twirled, putting emphasis on the star clip in her hair. Ben smiled honestly thinking of how cute it looked on her, but then he noticed the bunch of guys staring at her. Gwen did look amazing in her light blue one piece, so he could understand why they were staring but to put it likely; it ticked him off.

"Meh," Ben replied, turning away seeming unimpressed.

"Ah, come on Ben don't you think it makes me look cuter?" Gwen pulled Ben's gaze towards her, at first he blushed but he kept his unimpressed look "Fine then." Gwen fumed walking passed Ben, who felt slightly guilt. Before he could even apologize, a tall blonde guy walked over to Gwen complimenting her on her looks.

"_Again?" _Ben screamed running over to Gwen and forcefully pulled her away from him.

"Ben! What are you doing?"

"What's with you today? You're attracting every single guy on the beach!"

"Wha? How is that my fault?" Gwen crossed her arms and glared at Ben "First you didn't care how I looked and now you're all angry because of the way I look?"

"Well if you didn't look so cute I bet none of the guys would even talk to you!"

"Well-! Wait…did you just say I looked cute?" Gwen blinked and giggled "Ben…are you jealous?"

"No! I am not!" Ben blushed turning away from her "I just don't like all the staring and guys crowding up on you is all." Gwen gave a bright smile before she clumsily hugged Ben.

"Who do you think I try to look cute for?" Ben smiled and hugged Gwen tightly. "No matter how much those guys stare, I will always be yours alright?" Gwen could feel Ben nod and for that she gently kissed him on his cheek.

* * *

"Grandpa! We're back!" When the two returned to the Rust bucket, the sun was setting off in the horizon. It was already late in the afternoon "Grandpa? You here?" Gwen called again but there was no reply. Ben reluctantly searched every room in the rusty RV and found no signs of Max.

"Ben, I found something." Gwen pulled out a note from the front seat of the RV "Look at this," Gwen showed Ben the note which read _'Sorry guys, I'll be a bit late tonight. I left your dinner and ice-cream in the fridge. Sorry I couldn't be here tonight. Love Max.' _

"Ben do you think Grandpa is avoiding us?" Gwen asked worriedly.

"I don't know and I don't care." Ben shrugged off Gwen's question and headed into the shower. The last thing he want to do was think about his grandpa.

_**Ben's trust in his grandpa is near nil. Gwen tries to make the best of the situation but she can't make it any better. Max, feeling guilty about the ordeal avoids his grandkids not knowing how to face them. How will the Tennyson family overcome this situation?**_


	9. Down With The Sickness

Disclaimer: I do not own Ben 10 characters but I do, however, use them because I think they would make a cute couple.

_Happy Reading~_

* * *

**_Down with the Sickness_**

"_GWEN!" _

As Ben entered the rust bucket, he saw Gwen, who had seemingly collapsed, slumped over the sofa. Her face was completely white, and her breaths were short and painful.

"Hey, Gwen! What's wrong! Hey, wake up…!" As he shook her, he was surprised by how hot she was. She was burning up. Ben was honestly surprised. Before he left for the general store Gwen was completely fine.

"B…Ben…" Gwen gave him a blank stare. Speaking seemed to be really painful for her. She must have had an intense fever. Ben almost burned his hand on her forehead. _What the heck?_

"You idiot! Why'd you put up with it until it turned out like this? You could have just told me about it you know!" Ben panicked.

"I…I'm fine, so…I just…got a little dizzy, and tripped…there's no need for you to worry…at all…"

Even in this shape, she was trying to act tough.

"Ahhh, just be quiet! I'm carrying you to your bed!" Ben picked up her scorching hot little body and carried her off to their room. Ben looked back and forth. His grandpa had 'gone out' for the day leaving them alone (again).

It's not like I need him or anything…Ben gritted his teeth. He felt so useless at that moment. He was still reliant on his grandfather, something he wanted to stop completely. He looked down to Gwen and cleared his head. If he was going to fix this he had to calm down.

_Alright._

…

_Splash_.

Ben placed a cold washcloth on Gwen's forehead. It had been an hour since he gave her some medicine, and she finally managed to fall asleep. Her breathing showed no signs of getting less painful though.

"Huff…haah, ah…huff…"

Ben had been keeping her moderately cool for hours. He had lost track of time. With Gwen, in the shape she was, he couldn't think of anything but her. In order to stop her from rolling around because of the pain, Ben put her on her bed. She was breathing roughly with waves of sweat running down her face.

Ben sighed and relaxed into his chair (something he hadn't done in hours). He closed his eyes letting his mind slip for just a moment. Soon he found himself drifting off into a sweet slumber.

"Ah…" As Gwen arched her back in pain, the washcloth fell off of her forehead. Ben's eyes flashed open and he was back to his feet. When Ben picked up the washcloth it was already hot from absorbing her fever's heat.

_Man, it's because she pushed herself too hard. I can't believe she didn't tell me she had like a forty degree fever._ Ben wasn't just worried about her anymore, he was really angry. When she got better he was really going to 'discuss' this with her. Thinking about that, he looked at Gwen's face. She seemed to be in such pain.

The ticking of the clock was the only sound that could be heard in the room. It was surprising how quiet it could be with the two of them alone. Ben became uneasy when Gwen didn't mouth off at him. It made him feel like if she didn't nag at him it wouldn't be normal.

_I wonder how long I've been sitting here…_Looking at the clock, it was already 2am.

Thankfully because of the medicine, Gwen looked a lot better than she did before. That was a small relief at least.

_I'll just have to check how she feels tomorrow, and if it looks like the fever comes back, I'll have to think about taking her to see a doctor. _

_Splash._

Ben cooled off the towel again, and just as he was about to put it on her forehead…

"Ben…" He could feel Gwen's warm hand on top of his.

"Oh, sorry. Did I wake you up?"

"…No."

"You ok? Well, I know you're probably not feeling well, but…"

"…I feel a lot better."

"That's good." He put the washcloth back on Gwen's forehead.

"What time is it?" She asked.

"I think it's about 2am."

"I see…" she fell quiet. Well he had certainly been doing this for a long time. He hadn't taken a break since he found her. He was afraid that she would get worse if he went to bed so he didn't bother.

Gwen was about to say something, but stopped. She did it a bunch of times before she finally decided to say nothing at all.

"….Hey, Gwen?"

"What is it?"

"I just…I'm sorry for not noticing the fever any sooner. If I did you'd probably be sleeping peacefully….maybe you wouldn't have the fever at all."

"…Don't worry about that." Gwen was speaking more gently than usual "But Ben…don't you need to sleep?"

"I'm fine. You're the one who needs the sleep, not me."

"Ben…"

"No whining."

"Well couldn't you at least switch shifts with Grandpa?"

"He doesn't know you're sick. I don't plan on telling him either." Ben's cold attitude towards his grandfather hadn't change. How could it? It had only been three days since the whole Cherry incident and Grandpa still didn't make any effort to talk to them. Ben didn't mind. He liked it that way.

"Ben you can't take care of me by yourself."

"I'm doing it now aren't I?"

"Then why do you look like you could pass out at any minute? There are even bags under your eyes." Ben didn't answer. He knew he was tired, incredibly tired. All he could think about was helping Gwen; whatever happened to him didn't matter.

"Ben you can't avoid Grandpa forever…" Gwen coughed "Please if you can't go to him for yourself, do it for me?" Gwen looked up to him with pleading eyes. Ben thought for a moment, what if he fell asleep and Gwen got even worse because of it? Scared of the thought, he shook his head and gave a reluctant reply.

"…I'll think about it."

"Thank you."

Gwen looked up at the roof, and didn't move a muscle. Slowly her eyelids began to droop and she drifted off into a deep sleep. Ben took the opportunity to refill the basin of water but he couldn't get up. It wasn't that he couldn't but there was something latched onto his arm. Gwen, now asleep held Ben's arms.

_Who knew she was this cute…_

_

* * *

_

"Grandpa…" Ben spoke softly and the old man woke from his sleep.

"Oh Ben…" Clearly surprised to see his grandson walk up to him, he had nothing to say. Max racked his brain to come up with a clear response. "Um, what's up?"

The grave look Ben gave Max immediately told him something was wrong. Ben crashed against the wall next to him unable to support himself anymore. The sleep was getting to him and he was afraid something might have happened to Gwen. Ben explained to him how Gwen had somehow gotten a high fever that just wouldn't go down no matter what he did. Max quickly rushed to the cousins' room and saw Gwen's painful condition.

When Max had a clearer look at Ben he gasped. He looked like he hadn't gotten any sleep for the entire night. Max looked over to the clock which read '5:00 am'.

"Ben how long have you been up?"

"I never fell asleep."

"You should get some rest sport. I'll take care of things from here."

"No. You'll do something weird."

"Ben I won't do anything, trust me." Ben glared when he said the word 'trust'. Max sighed and scratched his head. How was he going to explain this to Ben without stressing too much on the past incident?

"Ok. How about this, you watch whatever I do."

"Fine with me."

Ben wasn't exactly in a position to argue anyway. Ben watched Max closely as he did what Ben had been doing all night long. So far Max didn't seem to be up to anything so Ben relaxed in his chair. As much as Ben fought it, his body craved sleep. As much as Ben forced his eyes to stay open he was eventually going to fall asleep. His eyelids became heavier and heavier until they closed and with that he was out.

When Ben woke up on his bed, it didn't take him long to spring out of Ben and onto the floor. It was moments after he landed that he turned to find Max feeding Gwen some kind of green mush.

"Wait! What is that?"

"It's just porridge Ben. Relax."

"Just porridge my butt," Ben grabbed the bowl "I'm taste testing this thing."

When Ben put the spoon in his mouth he felt like someone hit his mouth with a steel bat. Ben found himself on the floor convulsing uncontrollably and foaming at the mouth.

"Grandpa! What did you put in the porridge!"

"It's a Gorgel secret pick me up. Cures any fever in an hour or two."

"Grandpa!" Gwen whined.

"He'll be fine…just give it an hour or two. Four hours tops."

When Ben woke up (again) it was already noon time. Gwen told him he had been asleep for four hours after he ate the cursed porridge. Ben made his grandfather make edible porridge this time watching him as he did. Just to make sure Ben knew what his grandpa was doing he turned into Grey Matter and read the recipe just as an extra.

"Hey Gwen. The porridge is ready!" Ben called as he entered his room. Max left the porridge feeding duty to his grandson. He knew Ben wouldn't let him feed her anyway.

"…I'm not really hungry." Gwen stuck her head just slightly out from under her sheets. She wasn't ready to taste one of Grandpa's meals even if Ben watched him make it. Ben didn't know anything about cooking after all.

"Don't worry he didn't put anything weird in it."

"No thanks."

"But if you don't eat properly, you won't get any better. You didn't even take your medicine." Gwen didn't answer. "Come on. All I'm asking you to do is have some food."

"I'm telling you, I'm not hungr-" Her stomach growled "Ah…"

"Your stomach seems to disagree."

"Wuh…" Gwen glared at Ben while blushing. _Hey, it's not MY fault! _Ben thought to himself. Ben eventually pulled up the chair next to Gwen's bed and sat on it. Ben picked up a spoonful of porridge and held it out in front of Gwen's mouth.

"I-I can eat it myself! Don't worry about it!"

"Just shut up and eat it." Ben replied. He could tell from the state of her that she barely had the strength to lift up her arms let alone feed herself. It's not like this wasn't embarrassing for Ben. Surprisingly his grandpa was the one who suggested it to him. After a while not being sure if she should do it or not, Gwen chomped down on the spoonful of rice porridge.

"It'th hoff!" She huffed for a little to cool it down and then she swallowed it.

"Did he get it right this time…?"

"It's too hot. I thought I was going to burn my tongue. Otherwise, it's perfect. "

"…I guess…I could cool it down for you…if you want…" Ben looked away. Gwen didn't say anything and Ben took it as a go sign. He picked up some porridge, and blew air over the spoon for a bit to cool it down. As Ben put the spoon near her face, he noticed that she was staring at it.

"Why are you staring at the spoon? Is there something on it?"

"No, it's nothing!" Gwen blushed as she chomped down on the spoon again. Once he saw that she had swallowed her spoonful, he picked up another one. _This is pretty fun...I guess this is something lovers would do…or something like that? And thus Ben spent the rest of his afternoon feeding Gwen. _

Afterward he left Gwen to rest and had multiple conversations with his grandpa about secret cures for the fever; much of which Ben didn't dare try on her for obvious reasons of course. Though Ben's trust in his Grandfather was still bare minimal he could easily start a conversation with him now (which made Max slightly happier). Both Max and Ben knew they were on the track to recovering their lost relationship. And before long Gwen started feeling better. After a day she had the strength to walk around the rust bucket (though she still had a slight fever).

Ben feeling a bit bored headed into his room. _Maybe I can find one of my old comics. _It was until Ben began his search that he noticed Gwen's spell book on her dresser. It had been bookmarked and Benknowing that he had nothing better to do grabbed the book and opened it to the bookmarked page. Ben couldn't understand the weird writing no matter how hard he tried. _If you can call that writing _he thought. He rubbed his finger against a particular character and suddenly a flash of pink erupted from Ben's finger onto the book.

"Whoa!" Ben dropped the book in haste and after a moment, the words 'High Fever and Sickness spell' entered his brain. He had no idea how or why they were there but they were. Maybe it had something to do with the pink flash? Despite the mountain of questions that entered Ben's brain, he focused on the most troubling of them all. As if on cue Gwen entered the room.

"Gwen…did you get yourself sick on purpose…?" Ben raised his eyebrow.

"What? How did you-?" Gwen looked to her spell book on the floor "How did you read that…?"

"I don't know but that's not the point. Did you get yourself sick?"

"….maybe…"

"Thanks." _Wait…what did he just say? _

"Care to repeat that….?"

"I know why you did it." Ben smiled. He could only think of his relationship with his Grandpa. Gwen risked her health for the two of them. For that he was truly grateful to her but…

Ben raised his hand to her face and flicked her nose.

"Ow!"

"But if you ever do that again I'm making Grandpa ground you and confiscating your spell book!"

* * *

_It's surprising how far a family can go for one another._


	10. Date 2

Disclaimer: I do not own Ben 10 characters but I do, however, use them because I think they make a cute couple.

I want to thank all those who have been reading this story so far. Thanks for all the support.

_Happy Reading~_

* * *

_Date #2_

After the Rust bucket broke down a couple miles away from civilization Ben had to transform into Upgrade to get it to the nearest city. Though Ben was never one to remember the names of the various states in the U.S he could have swore he was in Colorado. Because of the Rust Bucket's untimely 'death' this left the two with lots of free time while Max took it to the Auto shop.

"Well this old girl is down…for now at least." Max wiped his hands on the wash cloth he picked up inside. According to what he could tell it would be a few more hours until he could fix it with the available parts.

"Well what are we going to do now? We're stuck here until you can fix it." Ben kicked the rocks at his feet. While Gwen was busy reading up on her spell books, Ben rolled around on the fuzzy carpet of the Rust bucket for entertainment. He was bored in every sense of the word. He much rather be kicking some random bad guy's butt.

"Well, why don't the two of you go on a patrol around the city in the meanwhile? I should be done repairing the Rust bucket by night fall. Just be back before then."

"Really? Sweet!" Ben exclaimed as he rushed back into the RV for his stuff.

"Gwen I can trust you to keep an eye on Ben so that he doesn't get into trouble right?"

"Of course."

Grandpa said that the two should 'patrol' the city for crime but Gwen saw it as something else. Since her last attempt at it was a bust this time she would listen to Ben's advice and just enjoy their time together. This date was going to be an enjoyable one. After Ben exited the RV she rushed back inside.

"Don't you dare leave without me! I'm just going to change!" Ben had little choice in the matter. He'd never hear the end of it if he left without her. After a few minutes (which felt like hours to Ben) Gwen came out with a brand new outfit which literally left Ben speechless. Her small slender body was covered with a sleeveless Ivory blouse with a cute black ribbon that stuck out in the front which hung over the medium length onyx skirt that she wore.

"Well what do you think?" She asked bashfully.

"…"

Ben just continued to stare at her with his mouth slightly ajar. She smiled brightly before she leaped down and grabbed Ben's arm.

"Thank you! Now come on!" She dragged him along. As they ran through the streets, for some reason, Ben could have felt his heart beating in his chest.

_..._

Eventually, the two came across an accessory shop named 'Boutique La Ruby.'

"Wow, what a cute brooch!" Gwen squealed as she saw a little heart-shaped brooch the size of two of Ben's thumb.

"Jeez, look at what it costs…" It had so many zeros. One, two, three, four…

"It would go so well with my watch."

"Your watch is a bit weird though." The dial was elliptic and there weren't any symbols on it "I can't even tell the time on that thing."

"This watch is mostly for fashion's sake. I can read it so there is no problem."

"Right…" Ben really needed to do his homework on these things. He never really paid attention to accessories anyway. Fashion wasn't his best point.

"Let's go to the next shop."

"Huh? I thought you wanted to go inside."

"Nope. We're only window shopping…unless you want to buy the brooch for me?"

"Next shop it is."

_..._

Next on the non-existent list was 'Teen shop Rowine. A fashion shop for girls.'

"That silk blouse is so pretty, no matter how long I look at it."

"I like…er, nothing really." They inspected the mannequins that were wearing all sorts of clothes. Ben didn't really see the big deal with the clothing. They were just clothes. There was no reason to go gaga over it like half the women in the shop were.

"I don't think I'd ever want to wear that one…it's a bit too bold…" Gwen's gaze was fixed on a skirt with a slit in it on the side. To go with it there was a jacket that was designed to show some skin when you moved in it. Next there was a mannequin on the other side of the glass, as rigid as a tree.

"What about this? I think it would look good on you." The mannequin was wearing a cream jacket and chocolate colored trousers.

"Ehhh…I don't really like it…"

"What? Why?"

"It's a bit short around the waist."

"Really…?" Ben looked at the mannequin then he looked back to her. Ben thought it looked perfect.

"Don't look at me like that." Gwen wrapped her around herself and turned away "Pervert."

"Wait what?"

"Nothing! Let's go." Gwen couldn't help but blush as she trotted down the street.

_..._

Then the two came across a small 'Pet shop'.

"Oh how cute a kitty!"

"You do know I'm more of a dog person right?"

"I know I know but that doesn't mean this cat isn't any less cute." Gwen seemed to be fascinated by the feline "I'd love to have one of my own but my dad's allergic." She sighed.

"Then get something else."

"Maybe a fox?"

A fox? Where'd that come from? Sometimes she said the weirdest stuff. Ben didn't think she realized it.

"What's with that look? Is it weird to want to keep a fox?"

"Yes." Ben answered immediately. Gwen ignored him and spaced out for a quick minute. She really seemed taken in by the idea of raising a baby fox. Ben left her in her own little world and walked ahead. Gwen woke up to the real world and closely followed him.

* * *

Along the way, Gwen nuzzled against Ben as if she was trying to get his attention but he dodged her by reflex. Gwen sighed. She looked down for a moment and her next target came into vision. Just then an idea came to mind. _Ben shouldn't have a problem with holding hands right? But how do I tell him without embarrassing myself…Oh!_

"Uh…it's so cold today isn't it? So…"

"Gwen it's the middle of summer."

"I, I mean when it's cold, you know what's good…?"

"All right, why don't we go eat something to warm you up?"

Gwen was acting weird. It didn't take a genius to notice that. It may have been a little on the cloudy side but it wasn't _that_ cold.

"I'm not really hungry…" She replied.

"Okay…we can always wait until lunch."

"Yeah! I'd prefer it that way. You know, there's something else that we can appreciate more in this cold weather." Ben noticed how lightly she was dressed. Maybe she was cold.

"Do you want to get a warm jacket?"

"Arrgh!"

"What? Now that I think about it you do look cold…"

"It's a warm day. I don't feel cold! Uh…"

"Huh? You're not cold? But you just said you were."

"You…I didn't say anything!" She muffled her own mouth with her hand and blushed. _Why won't this idiot get it?_ She shook her head and left Ben behind.

"Hey Gwen!" Ben rushed up to her and held her hand "What's wrong with you?"

Gwen who was silently blushing shook her head and held his hand tightly.

"Weirdo…" Ben muttered as shook his head.

"Hey Ben?"

"Yeah?"

"Don't let go of my hand." Then she tightened her grip even more.

"Sure."

* * *

"By the way, I'm starving." She spoke sweetly. Her voice could melt anybody with a thing for cute girls. Her voice was such a sweet temptation, anyone would give in. However, Ben refused. Ben watched a T.V show the night before and it talked about couples spoiling each other. Nowadays, a boyfriend's job wasn't to spoil his girlfriend but be firm with her. 'The era of spoiling girlfriends had ended!' according to the show. So Ben spoke with firm volition.

"Sorry Gwen, I am a normal American citizen who can say 'no' when needed to…" Said Ben trying to repeat what the show said. But unfortunately for him, Gwen had watched the entire show as well.

"B-e-n feed-me-please?"

…

"What do you want?" Ben replied. _Damn that voice of hers…_ It was a total defeat on Ben's half. He hated himself for giving in.

"Yoghurt! I saw a sign saying that there was a Yoghurt shop somewhere around the park! Let's go!" She turned around, and started walking without waiting for Ben's respond. Ben should have known that this was how she was going to act.

Gwen wore an expression of bliss beside him as she enjoyed her sweet treat. Just watching her being happy made Ben feel content.

_Pfft, yeah right. _

"Don't eat too much. You won't be able to eat dinner later."

"Don't worry. Sweets have their own spot in a girl's stomach."

"You'll get fat."

"Don't worry about that. I never get fat."

_If those women who were having a hard time trying to lose weight (like my mom) heard her, she would have been in so much trouble. _

"Aren't you going to eat anything?" Gwen asked.

"What and how do you want me to eat?"

Ben held up his hands and of course there was nothing there. On the other hand, Gwen had Yoghurt in each hand - Raspberry on the right and Strawberry on the left. Both were financed by Ben's wallet and both were being eaten by her.

"I mean a certain someone is eating my share."

"Hey it's not my fault you lost at rock-paper-scissors."

"Bah." He couldn't say anything. Like a howling wolf up on a hilltop, he looked up to the sky. Ben's wallet was feeling sad as well. It was already getting late and the sun was going down. The wind felt colder. If Gwen complained about getting cold, now he would understand.

"Oh fine…here." The sweet smell of Strawberry Yoghurt reached his nose. "You can take it, you poor loser."

"That's okay."

"Don't be shy and just take it."

"But-"

Before Ben could finish his sentence, Gwen shoved the half eaten yoghurt into his mouth. The strawberry sweetness spread through his taste buds in his mouth.

"Delicious isn't it?" Gwen looked into his face with satisfaction.

"Yeah but now I have Yoghurt all over my face!"

"What do you want me to do about it? Lick it off?"

"Not a bad idea." Gwen instantly blushed. That's when she noticed the large grin that Ben wore on his face. He was teasing her.

_Well two can play at that game…_

"_Fine." _

"_What?" _Ben's entire face flushed when Gwen licked the Yoghurt off the edges of his lips. Ben was as stiff as a stone but he felt hotter than any flame Heatblast could cook up. As a way of teasing him, Gwen swirled her tongue around the edges of Ben's mouth and cheeks with her tongue causing him to cringe and squirm when he felt Gwen's tongue tickle him. When Ben's face was clean Gwen turned away from him unable to look him in the eye.

Ben who was still petrified couldn't think of anything to say at the moment. He believed that if this was a cartoon smoke would be coming from his ears. Gwen took short glimpses at her shocked boyfriend her cheeks still raging red. To break the tension Gwen had to say something.

"You really aren't a good rock-paper-scissors player you know."

"H-huh? W-what are you talking about? I lost on purpose. I did it because…I'm a good…boyfriend."

"Really? So you always throw 'scissors' on purpose, huh?"

"Well yeah…" That was news to Ben. He had to rethink this whole 'Rock-paper-scissors' thing…He thought about it for a while and he finally realized that he always lost with 'scissors'. _Dammit!_

"Then don't lose on purpose next time." Gwen smiled at him provokingly.

"With the way things turned out…I should lose more often…" Both of their faces colored crimson once more.

"Why'd you have to go and say that? ...you dweeb."

* * *

They walked slowly down the dim tree lined walk way in park. They heard kid's voices here and there as they played in the wide park area. Eventually they came up to an empty park bench and so they decided to have a short break. They didn't talk. They just enjoyed each other's presence as they watched all the people gather, talk and play with each other. While Gwen watched she noticed that Ben yawned more and more as time went on. It wasn't long until he fell asleep. Gwen giggled as she stared at his sleeping face.

After Gwen made sure there was nobody around, she put Ben to lay down on her. He was quietly sleeping on her lap. Gwen thought that it was a guy's dream to have a girl sleep on his lap, but she never thought that it would be the other way around_. I guess that makes me and him special. _She gently brushed his hair and occasionally wiped the drool of his face - a sure sign that he was sleeping peacefully.

But as luck would have it, after thirty minutes Ben finally woke up.

"What where am I?"

"Good morning sleepy head. It's rude to fall asleep on a date you know."

"Oh, sorry. I couldn't help it."

"It's ok."

"By the way why are you grinning?" Gwen didn't even notice that she was.

"Oh, it's nothing…" Gwen couldn't tell him that he looked cute when he was asleep.

"I bet you were thinking about using a spell on me while I was asleep…" As he spoke, Ben tried to get up. He tried but he was still dazed and fell right back down.

"Just stay there."

"What's wrong with me?"

"You're still dazed. Give it a few more minutes. Besides is my lap really that uncomfortable?"

"Well no but…"

"Then stay." And so he did. He was being surprisingly obedient. Gwen continued to stroke his hair. Ben didn't mind, it was relaxing. Her lap was also surprisingly warm and soft.

"You know you were right." Gwen lowered her head until she was looking directly into his eyes.

"About what?"

"About the whole date thing. Rather than plan, just relax and enjoy the time we spend together." Gwen smiled "Thanks for today Ben, it was perfect."

"Not yet it isn't."

"What do you mean-" without hesitation Ben raised his head in the blink of an eye and kissed Gwen gingerly on the lips.

"Now it's perfect." Gwen blushed profusely as she put her finger where Ben's lips had been.

"You dweeb…" Gwen muttered under her breath before she lowered her head to kiss Ben again.

* * *

_Cute. Nuff said._


	11. Faries & Happiness

_Author's note:_

_From the looks of it a lot of you enjoyed the fluff in the last chapter. Thank you all for your reviews and a token of appreciation I've added another scene of fluffy before the chapter begins._

* * *

_o-o-o_

_Fairies & Happiness_

_o-o-o  
_

"_Ben it's morning." _

…

"_Don't oversleep, Ben. It's already morning." _

…

"_Geez, you're not going to wake up are you?" _

…

"_Ben if you don't wake up, you're going to get it!" _

…

"_This is your fault for not waking up!" _

When Ben woke up, suddenly, he couldn't breathe. He couldn't help but pant as he opened his eyes to his surroundings. For starters, he noticed that Gwen was right in front of him and she was blushing.

"No, uh…good morning Ben."

"Yeah, good, morning."

_What the? That was weird. I couldn't breathe but I felt good._ For some reason, his lips smelled slightly of mint.

"So, how was waking up?" Gwen asked that, as she kept her finger on her lips.

"…Not bad at all."

"I see…Not bad, huh…" She seemed a little displeased.

"Did you do anything weird?"

"No…nothing special. Anyway, get up already. Breakfast is waiting." Gwen's face brightened up with a smile. Ben was surprised. By the way she spoke she sounded like she had made the breakfast. Who'd have ever thought that Gwen would wake up early and make breakfast? Ben sat up in Bed and looked at the clock…

"Wait! Isn't this way too early to be getting up?"

If Ben had breakfast now, it'd still be hours before it hit noon.

"Oh quit whining. Come on, get up!"

"But, I'm missing valuable sleeping hours! Plus we went to sleep, uh pretty late last night. I'm pretty exhausted from all that stuff."

"Ah! Wh-what are you talking about so early in the morning?" Gwen's face instantly turned bright red. Seeing Gwen like that made Ben recall all the previous night's events and soon he started blushing himself. After their little date, despite the warnings of not making a scene the two couldn't stay away from each other. Their lips met again and again that night.

"Don't you dare think about anything weird!"

Gwen kept hitting Ben on the head while looking really embarrassed; each blow weaker than previous one. But just then, Gwen looked at him with dewy eyes. She closed the distance between her and Ben. The two eyed each other lovingly for what felt like hours. Gwen quickly closed the distance between the two with a small peck on Ben's lips. Afterwards the two kept staring at each other until Ben broke the silence.

"…Surprise attack, huh?"

"Ah, no, it…it's just a good morning kiss. I woke you up with that earlier, right?"

"Yeah, I wonder if I'm going to wake up like that from now on."

"A-anyway, I'm going to the living room! Hurry up and wash your face!" Having said that, Gwen turned around shyly and left the room. He could her light footsteps as she ran down the small hall of the Rust bucket.

"….She's just too cute." Ben rubbed his eyes. He was still heavily embarrassed.

* * *

After a day of doing practically nothing (and flirting shamelessly with his girlfriend) Ben was left with the chore of getting rid of the trash. It was late and everyone had already gone to Ben. _I just had to watch that late Sumo Slammers_ _special_ he mentally slapped himself. He knew Grandpa Max would complain about it in the morning so he decided to get rid of it now. So, Ben found the nearest garbage bin in the back alley of a grocery shop. He would regret coming here for the rest of his days.

"What the heck is that?"

"Aahhhhh….." Ben heard the figure moan. The clothes it wore would rot the brain just by looking at them. Ben could have sworn that he saw her on the cover of one of the games he played before but here she was, face up, lying on top of the bags of garbage. Ben thought that she might have be a hallucination caused by the weird lunch Grandpa Max had him eat that morning.

"Hey you, human…"

He could even hear her. He told himself that he was imagining it. Besides he wanted to leave as soon as possible.

"I'm talking to you, human!"

"Ow!" Something hit the back of Ben's head. He crouched down, clutching at his head. Just then something rolled underfoot. It was one of those canes you saw magical girls used in cartoons, a magic wand. At least that's what it looked like. It was cylindrical with a star on the end.

"What kind of hallucination attacks people these days?"

"Who're you calling a hallucination? I'm real!"

"Right…"

"You meet a fairy for the first time and the first thing you do is ignore her? Roar!" She got angry and jumped towards him like a grasshopper. Since she was at least 10 feet away she didn't reach him. Meaning she mindlessly jumped through the air and crashed.

"….It's no good. I don't have enough power to argue." She laid on the concrete floor with her butt up in the air. It looked really weird. Anyhow, she said some weird stuff.

"What the heck do you mean, "fairy"?"

"A fairy is a fairy."

"You mean a crazy nut? A mental patient?"

"That's right. Asylums are more furnished than you would think…wait! Stop doing that!" She jumped up at him like a flea but this time he stepped aside dodging her attack. She plummeted towards the ground again.

"I'm telling you I'm a fairy! An elf! A sprite! Don't tell me you never heard of them!"

_Okay…?_ He took another look. The longer he looked at her, the weirder she seemed. She wore a checkered attire; black and red on everything she wore. Though Ben could only see strands of her hair poke out of her hat, he noticed that it was sun blonde which made her eyes stand out more. Her left eye was purple while her right was bright green. _That's actually kinda cool._

She wore a hat that split into two with twin bells hooked on each end. She had a white collar, joined by a checkered shirt and extremely baggy pants. She basically looked like a nine year old joker. Then Ben looked at the place where he dumped the garbage. Ben read the label on the bin.

"Please be responsible when disposing of trash…" Ben eyed her suggestively.

"I am not trash! You have some balls to put me, the great Joker fairy Ayame, out with the trash!"

"Say what?"

"It's my name foolish human. I know your name, though, Ben Tennyson."

"How do you know my name? Is that a fairy power or something?"

"Nope. I just heard your dad call it a few minutes ago."

"Oh. Wait you were spying on me?"

"Now that I know your name you have nowhere to run!" She ignored his question. Ben was getting a headache so he headed back into the Rust bucket.

"Hey wait! Real men don't leave girls alone in dirty alleyways!" She jumped and hanged on to his leg. She wouldn't let go. Ben thought she was more like a leech rather than a fairy.

"Sorry but I'm busy." He tried to shake her off then he heard a low growl coming from behind him. It came from Joker fairy Ayame's stomach. It lasted for ten seconds. Ben just stood there dumbfounded. She looked pathetic.

"Now look what you did. I lost even more fairy power by talking to you." She was half in tears, grumbling under her breath. "Fairies need energy to stay in this world, you know. More to the point, we need food."

Now Ben finally understood why she had been bugging him all this time. He decided to give her some food. He was the sort of guy who'd feed a hungry puppy found by the roadside.

"Fine. Follow me but be quiet."

Ben went into the Rust bucket making sure that Gwen and Grandpa Max were fast asleep. He grabbed what little food he could and gave it to her. For her it was a sight to behold.

"Ohmigawd!"

She started babbling so fast that Ben could hardly keep up. Then she began to do a stupid looking dance. Maybe she wanted to show off her dancing skills but to Ben it looked like a Native American fire dance.

"What are you doing?"

"Can't you tell? It's the fairy's thank you dance."

"Right…"

She shook her head like a stray cat with a bag over its head. Then she wagged her hips and did a back flip. _She's not half bad actually._ Finally, Ayame finished her dance and sat down to eat.

"Oh, this is great! Human food is so awesome!" She shoveled it into her mouth with both her hands. "You have your good points after all. Thanks to this you move up spaces Ayame's ranking."

_I have no idea what ranking that is, and I think I don't want to know. _

"Whatever. Just eat and please be quiet." He didn't think anybody saw him bring her in but she was making a lot of noise.

"It's so good to be alive…" She muttered.

"What are you doing here anyway?"

"I thought you'd never ask." She started telling her story, eating while she did. "I'm wandering the earth, looking for the fairies' home. But it's taking a long time and my power gets exhausted from time to time. It's kind of annoying." She was scarfing down the food like there was no tomorrow.

Ben looked up. The moon was beautiful tonight. He turned to disappear into his room, without another word but she clinged to his leg. _Damn, there's no escaping her. _

"Ask me anything if you have questions."

"….What the heck are you on about?"

"My home is a wonderful place, like a dream world."

"So what's it like exactly…?"

"It's a dream world, so it can't be described with words."

"If you're a fairy, then why are you looking for your own home?"

"Even if you're a fairy, you can't get in without the 'key'."

"And where is the key?" Ben felt like this was becoming pointless.

"The key doesn't have any shape so I don't know where it is. That's why I'm looking all over for it. I feel sorry for you for not even knowing that."

Ben wondered what was more pitiful, him or the state of her brain. He tried to get away (on several accounts) but she was quick to latch on to his belt. _Maybe I should take off my pants and make a run for it… _Then he considered selling her to a circus. American circuses still accepted freaks like those evil clowns so he might have been able to pull it off. But then he caught her face in profile and his thoughts stopped altogether.

She stopped eating for a moment and stared into space. Her eyes were clear, like a person longing for something. Her eyes said that she will persevere where others might have given up. Then she swiveled towards him.

"Ben…" She closed her eyelids and the next moment her face filled his world. She kissed him. It tasted like the bread she just ate. It gave him a strange sense of joy completely different of that of when he kissed Gwen. It wasn't bad…just strange.

"25 points." She drew back

"What?"

There was no answer because she was gone.

"That was the weirdest girl I've ever met…"

Ben couldn't help but wonder who that girl was. Maybe she _was_ a patient from a mental hospital nearby. Ben couldn't exactly deal with someone as eccentric as her. Still he had to admit that he was curious. Ben wondered what it was like to be able to live in her own world, without paying attention to other people.

"Where should we go next? You think of something too Ben." Today the Tennyson family went out to enjoy the city to its fullest. So far they had gone to two restaurants, the cinema, and the huge mall and now they were out of ideas.

"Hey! Joker Fairy Ayame coming through!"

As one body, everyone on the street turned their heads to the voice. Ben knew that voice. He dreaded that voice. It belonged to the very last person he wanted to see at that moment.

"Who is that?" Gwen asked. Ben could see Ayame coming down the street, zig-zaging around people.

"Make way or else I'll destroy you with my magic wand!"

For some reason, she's pointed at him. Then she rushed at him. She moved quickly so Ben tried to sidestep but she probably thought that he couldn't dodge in time, so she changed course - in the same direction. So of course the two collided.

He took her head-on, literally. Their noses, foreheads and even lips touched.

"Owwww! You stupid human!"

"Hey Ben are you okay? Who is this girl?" Gwen asked as she rubbed Ben's forehead.

"Are you okay? When you crashed into each other there was a loud clunk…" Max asked as he scratched his forehead.

"This is nothing." Ayame jumped to her feet and stepped in closer to Ben. "Ah, sorry but since you kissed me, that's 10 more point for you Ben!" And with that she darted back into the crowd. Everyone else just stood there, dumbfounded.

"What the hell?" Ben rubbed his forehead. That girl was more trouble than she was worth.

"Ben…what is the meaning of this? Ten more points?" Ben tensed up. He could feel dark forces looming behind him. He felt sudden death. He was too frightened to move let along turn around.

"And it seems that she knows your name…" She grabbed Ben's shoulder with more force than necessary. Ben thought his shoulder would crack or break if she didn't let go. "You can explain right? Right?"

"...please don't hurt me."

* * *

_Ben meets another abnormal girl. Just who is she? Whoever she is, she's taken a liking to our hero. Although, someone in particular doesn't agree with it._


	12. Feel The Magic

_Thank you all so much for your reviews and a few days ago this story hit 17,000 hits! That's an all time high. _

* * *

_o-o-o_

_Feel The Magic_

_o-o-o_

The sunlight peeked in from the windows. It was becoming brighter by the second. Ben groaned uncomfortably before he hid his head under his pillow.

_Beep Beep Beep _

The alarm clock rang loudly, blasting into Ben's ears. His head throbbed. As if by reflex, in his half-awoken state, his fingers searched for the button on top of the alarm clock that would stop the awful ringing noise. When he finally found the damned thing he relaxed.

"Mmm…I feel sort of refreshed today. I wonder why?" Ben spoke to particularly no one.

_Well I can't just lie here thinking about it; otherwise I'm going to be late for breakfast._

He thought it would be best to wash up and get ready. Gwen had egged Ben so many times fixing his bed was now automatic to him. When Ben looked down he noticed that Gwen's bed had already been made. The strangest thing was that Gwen wasn't in it.

"Gwen?"

* * *

"Oh, good morning, Ben." Grandpa Max, who was just finishing his breakfast, smiled.

"You woke up on time today? Is something wrong? Did you catch Gwen's fever?" Grandpa Max dropped his plate and rushed over to Ben feeling his forehead for any change in temperature.

"Very funny grandpa, I wake up early sometimes." Max only stared.

"Fine, it's a miracle. Anyway, where's Gwen? I thought she would be out here."

"No, she left for her breakfast. She said she'd find a diner down the street."

"Well that's weird." Ben scratched his head "She could have woken me up to go with her at least."

"I'm not so sure that's a hot idea."

"Why not?"

"She looked pretty peeved when she left." Grandpa Max rubbed his chin "Did you two have a fight again?"

"Mmm, I don't think we had a fight…"

"But she didn't even want to come to dinner last night, either. I'm pretty sure you did something."

"Hey!"

The only thing Ben could think of was _that_ incident that happened the day before. Gwen couldn't still be mad about _that_. Ben managed to get off her bad side by saying she was only an acquaintance that he met a while back. Even though _that _happened, it's not like he could have helped it.

"Maybe it's because you kissed that strange girl."

_He just had to say it._

"She kissed _me_!" Ben defended "Besides isn't not like I wanted it to happen! It just did!"

"I know, I know. Just go talk to her."

"Yeah, yeah."

Ben decided to try to talk to her. For some reason, he felt that no matter what he said to her she wouldn't let it go. It wasn't the first time it happened after all. It was like Cherry all over again. Ben had a strange feeling that this one was definitely not going to be the last.

Ben walked only for a bit until he saw the dinner.

_Wow, this place is crowded. Ok, let's see, is Gwen even here?_ Ben looked around the cafeteria until his eyes locked on to a familiar head. _There she is!_

"Hey Gwen."

"Ben? What are you doing here?"

"Looking for you," Before Ben could sit Gwen used her hands and pointed towards the door.

"Don't you dare! Go back to the rust bucket."

"Too late. I'm already sitting down."

"Fine, I'll move, then."

"You won't find a seat anywhere. This place is packed."

"…Fine. I'll leave, then. I'm already done, anyway."

"What are you talking about? There are at least half of your pancakes left! Don't run away with lame excuses like that!"

"Uhh…" Gwen looked away trying to rack her brain for a reason to get away from him. She was angrier than Ben originally thought. Well, there was only one solution to this problem: spoil her.

"I'll treat my lovely girlfriend to any sweets she wants from the menu." Ben almost snickered when he saw Gwen's face light up like a Christmas tree. He had her in the palm of his hands "If I remember, you love chocolate pudding right?"

"Well I don't hate it…"

"Good. Then don't leave until you finish this. I want to talk to you, okay?"

"…what do you want to talk about?"

_Bribe successful. _

"Listen, I want to say I'm sorry about yesterday. I know I kissed her but it wasn't my fault. She ran into me. There was nothing I could do." Gwen looked at her food only for a moment before she answered.

"…it's okay."

"Really? Thank god." Ben relaxed. Ben really hated it when Gwen was mad at him. It was a hindrance on his emotional well-being as well as a danger to his health.

"Come on, want to share my pancakes?" Gwen smiled.

Ben moved over to her side of the table and she cuddle up to him. He wrapped his right arm around her waist and picked up the extra fork with the left. Ben had to admit that moments like this were the best. Gwen was the cutest girl he knew…as long as she wasn't angry.

"Ben you're getting syrup over your face. Take your time to eat." Gwen took a napkin and began to wipe off his face.

"Hey I'm not a kid. I can do it myself."

"No you can't. You'll probably leave it there until you decide to lick it off or until I point out it's there." She was right.

"True."

"You're doing it again." She sighed.

"A boy my age can't be bothered with tiny stuff like that." Ben continued to chow down. Not before she held his head and wiped him down again.

"This is starting to get embarrassing…quit it." Ben began to blush. People were starting to stare.

"What?" Gwen noticed Ben's reddened face "Hey Ben, do you rather me lick it off?" After hearing that Ben almost choked on his pancakes. He had to drink out of Gwen's orange juice just to keep it down."

"Stop messing around." Ben coughed.

"Who said I was joking?" Ben could see the sly cat-like smile she had on her face. He was totally going to get her back for this.

_Jingle Jingle Jingle._

Bells rang in Ben's ear. They were familiar bells that brought fear, anxiety and an uneasiness in his stomach. He decided to repress the sound to the back of his mind but he couldn't help but worry. It wasn't long until Gwen noticed his troubled expression.

"Ben? What's wrong? You look a little green."

"It's…nothing." Ben smiled, or at least he tried.

As luck would have it, a checkered shirt appeared in Ben's line of sight, followed by a high pitch scream, and an unusual softness that wrapped itself around his head. It was the same girl from before.

"BEEENNNNN!" The girl screamed hugging Ben's head with all her strength.

"Get off me Ayame! I can't breathe!"

_It's that girl! What is she doing here! _

"You two know each other…?" Gwen couldn't help but hide the disgust and anger in her voice. Women were beginning to flock around Ben. As if Cherry wasn't bad enough. She was weird and strange in her own way but this one was by far the weirdest _thing_ she had ever seen!

"Unfortunately." Ben growled as he tried to pry Ayame's arms from his head, with little success.

"What do you mean just know each other? I thought we were much closer than that!"

"Is that so?" Gwen asked with her head resting down on the palm of her hand. Ben could see how visibly angry Gwen was becoming; the pancakes on her plate were beginning to float.

"No we aren't! Get off me!"

"Quiet you!" Ayame tightened her grip on Ben's head "Yeah, Ben and I close. He is my slave after all."

"Slave…?"

_Oh crud._ Ben finally managed to get free of Ayame's grip but the damage had been done. Gwen gritted her teeth so hard he could even hear her teeth grind together.

"Gwen don't listen to her! She's insane!"

"How rude! How can you say that after the night we shared?"

"Night you shared…?" Gwen blinked in surprised.

"Yes, female person. We even shared a meal under the stars. It was so romantic." She clasped her hands together and batted her eyelashes.

"Stop exaggerating!"

Gwen opened her mouth to argue but she sighed softly and made her way to the door. "I'm leaving."

Before Gwen could get more than 2 feet away from the table, three large men in black suits entered the building. Gwen stopped and noticed that the men were clearly looking for something.

"Hide me!" The girl screamed.

"Huh?" The couple replied in stupor.

"You heard me! Hide me!"

Whatever she was doing here, she needed help. Gwen returned to her seat with a huff. Ben and Gwen were almost reluctant to hide her under the table. They looked at each other and somehow shared similar wave links;_ Curse our good nature. _Eventually the men left and the girl popped up on the opposite end of the table.

"Phew. Thanks a lot. I thought I'd never get away from those idiots."

"Why were they even chasing you?" Gwen asked.

"Oh, they're just some guards that were sent after me. I got bored of 'em of running from them and decided to ditch them."

"It's just like you to find troubled people and bring them to us, Ben." Gwen glared at her boyfriend.

"Shut up! It's not like I wanted to! It just happened!"

"Hey! Who are you calling troubled you…you ignoramus of a human female!"

"I'm calling you that you freak!" Gwen retorted.

"You Feist!"

"You ninnyhammer!"

"Hircismus!"

Gwen's jaw dropped. She had never been so offended in her life! "At least I'm not some freakish loony floozy who flirts with other people's boyfriends!"

"Um, excuse me?" The waitress of the diner meekly butted in.

"_What?"_ Only to have both Ayame and Gwen shout at her.

"Could you please leave…?"

* * *

"Way to go. Because of you we got kicked out." Gwen grunted, crossing her arms. She still hadn't finished her breakfast. More importantly, she ruined her alone time with Ben. _And things were getting good too..._

"It has been bugging me for the longest while but who is this female human?" Ayame asked with childish curiosity. Almost immediately after she said that, she walked up to Gwen, poking her in the ribs and face. Gwen quickly slapped her hand away, causing Ayame to hiss viciously.

"She's my _girlfriend_."

"Ben! How could you?" Ayame cried as she began to tear up "I thought we had something special!"

"What are you talking about? We don't have anything! I just fed you for one night and you think I'm your lover or something!"

"You are."

"What?" Both Gwen and Ben replied.

"Where I come from, if you offer a meal to a princess and she accepts she is officially the lover of the offerer."

"You're just making this up on the spot!"

"Oh, was I caught already?" Ayame snickered.

Gwen began a rant of muttering foul language under her breath (that I won't write).

"I sense an enemy. It must be you!" Ayame pointed accusingly at Gwen.

"An enemy? What the heck are you on about now?"

"Don't bother trying to understand her." Ben sighed "I gave up a long time ago."

"Who are you anyway?"

"I am the great joker fairy princess, Ayame; the seeker of truth and the hero of justice!" He puffed out her chest.

"Princess? That's new." Ben commented.

"I did say I was princess only a few moments ago. Is your brain failing you at such a young age Ben?" Ayame walked over to him and began patting his head.

"Hey, hands off floozy!"

"Ben is my property. I can do anything I want to him!"

"No he isn't! He is mine!"

"When was I ever anyone's property?" Ben shouted. "Ayame what do you want? You've been bugging me for a while now but you haven't told me what you wanted."

"Oh, down to business eh? Fine." Ayame took off her tiny bag pack and pulled out a picture from within. "I'm looking for this. It's very important to me and I need help finding it."

Ben cautiously walked up to Ayame to procure the photograph. From what Ben could tell, it was a bright blue orb with plasma circulating within its inner core. "What is this thing?"

"It's like a family heirloom. I had it when I got here but those humans in black took it from me! The nerve! I should use my electro shocker on them for their treachery!" Ayame waved her arms up and down like a toddler.

"What would they even want with this thing?" Gwen asked as she reluctantly picked up the picture. When she looked closer at the picture she couldn't believe her own eyes for a second. "This is the Ley Sphere…"

"Yes! That's its name!" Ayame jumped up and down. "Wait! How did a lowly human like you know what it was?"

"I do a lot of reading on ancient artifacts and this happens to be one of them. Thousands of years ago, there was a tribe of demons who wanted eternal power and control so after years of struggle they created the Ley Sphere. But the God's simply wouldn't allow a weapon of mass destruction be unleashed on mankind. And so they trapped the Ray Sphere in another dimension."

"It was decided that the royal family of Altair to watch over the ray sphere to make sure that it didn't fall into the wrong hands ever again." Ben just whistled after the story ended. He wasn't sure he could believe all that but for once one of Gwen's stories didn't put him to sleep.

"I don't know about all that complicated stuff you just said but my mom gave it to me just last week. Ever since, I've been using it as my own personal toy."

"Toy…?" Gwen remarked.

"Yeah! It may not look like it but that thing bounces really high if you try hard enough." Ayame grinned.

"If this thing was real I'd smack you upside the head…"

"So will you help me, Ben?" Ayame asked rubbing her head against Ben's chest.

"Wait, huh?"

"I said hands off you freak!"

"Ben…" Ayame pleaded, showing off her puppy dog eyes. Ben had to admit. She was better at this than Gwen was.

"Fine! I'll help, just get off me!"

"Yay! Yay! Yay!" Ayame broke down into one of her stupid little dances.

"Ben! Don't go helping anyone you find off the street! Especially when they are freaks like her!" Gwen grabbed Ben's collar from the back. "This is an ancient artifact she's talking about! How could a little girl like her have that unless she's lying about the whole thing?"

"I'm a hero. I'm supposed to help people I find off the streets."

"You-I-She-Bah!" Gwen gave up. "Fine. If you want to go flirt with a wack-job nutcase like her be my guess."

"Gwen-"

Before Ben could finish his sentence, he looked around and noticed all of the men in black suits seemed to be gathering on the street. They appeared in the front doors of all the buildings along the city block and began pouring in through the living room into the streets. There were so many it was hard for him to keep track.

"What the heck? How could there be so many of them?"

"There's just no end to them." Gwen muttered. She had nothing to do with this but even she wondered how the men were practically appearing out of the buildings. She could have sworn that ten of them came out of one car. That isn't normally possibly unless they were teleporting onto the spot.

"Aw, they found me." Ayame frowned. She rubbed her chin for a moment before a brilliant idea dawned onto her. She grabbed Gwen and pulled her towards Ben, putting all three of them into an awkward three person hug. "Hold on tight!"

"Wait what are you-!"

And with that the three were gone in a burst of transcendent light.

_Back at the Rust bucket._

"Where are they? I hope that they haven't gotten themselves into trouble again." Max scratched his head. Knowing Ben he must have been fighting off a horde of aliens or something. Max sighed. "Well I better go find them."

* * *

_Feist : Definition**:** 1) A small dog of uncertain ancestry, a mongrel. 2) A person of little worth or someone with a bad temper, and 3) Silent fart._

_Ninnyhammer: Definition: A fool or silly person._

_Hircismus: Definition**:** Offensive armpit odor._


End file.
